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REQUEST FOR PROPOSAL: VOL I SAMRIDHI THEME TOWNSHIP,
WEST BENGAL November, 2015
WEST BENGAL HOUSING INFRASTRUCTURE DEVELOPMENT CORPORATION LIMITED “HIDCO BHABAN", Premises No: 35 - 1111, Major Arterial Road, 3rd Rotary, New Town, Kolkata-700156
Request for Proposal No. 883/HIDCO/Plng/656(A)/2015, Dated 04.11.2015 This RFP shall not be transferred, reproduced or otherwise used for purposes other than that for which it is specifically issued
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
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TABLE OF CONTENTS
Disclaimer 4
Definition and Interpretation 7
Summary of Project Structure 13
1.0 Section 1 – Introduction 27
1.1 Background & Project Introduction 27
1.2 Schedule of Bidding Process 32
1.3 Contact Details 33
2.0 Section 2 – Instruction to Bidders 34
2.1 General Terms of Bidding 34
2.2 Eligibility of Bidders 38
2.3 Additional Requirement for Proposal Submitted by Consortium 39
2.4 Minimum Equity Requirement 41
2.5 Change in Composition of the Bidder 42
2.6 Bid Preparation Cost 42
2.7 Contents of RFP 42 2.8 Clarification 43 2.9 Amendment of RFP 43
2.10 Right to Accept and to Reject 43
2.11 Site Visit & Verification 45
2.12 Registration 46
2.13 Bidding Methodology 48
3.0 Section 3: Preparation & Submission of Bid 50 3.1 Language of the Bid 50
3.2 Format & Signing of the Bid 50
3.3 Submission of the Technical bid 50
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3.4 Currency of the Bid 52
3.5 Due Date 52
3.6 Bid Validity & Extension 52 3.7 Bid Security 52
3.8 Forfeiture of Bid Security 55
4.0 Section 4: Evaluation of Bid 56
4.1 Opening & Evaluation of Bid 56
4.2 Overview of Bidding Process 57
4.3 Non Discriminatory & Transparent Bidding process 57
4.4 Not Used 57
4.5 Tests of Responsiveness 57
4.6 Proprietary Data 58
4.7 Contacts during Bid Evaluation 58
5.0 Section 5: Criteria for Evaluation 59
5.1 Evaluation Parameter 59
5.2 Technical Criteria 59
5.3 Financial Criteria 60
5.4 Evaluation of Bids 61
5.5 Selection of the Selected Bidder 62
5.6 Submission of Performance Security 63
5.7 Validity of Bid 63 5.8 Force majeure 64 5.9 Dispute Resolution 64
6.0 Section 6: Corrupt or Fraudulent Practices 65
7.0 Section 7: Prebid Meeting 67
8.0 Section 8: Miscellaneous 68
Annexure A1: Format for Covering Letter 69
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Annexure A2: Format for Power of Attorney for the Bid Signatory (Single Bidder)
73
Annexure A3: Format for Consortium Agreement 75
Annexure A4: Power of Attorney for the Lead member of the Consortium 79
Annexure A5: Anti Collusion Certificate 82
Annexure A6: Format for Letter of Undertaking 84
Annexure B1: Format for General Information 85
Annexure B2: Format for Financial Summary data 87
Annexure B3: Development/ Construction Experience 88
Annexure B4: Proforma of bank guarantee for performance security 90
Annexure C1: Format for Project Concept Writeup & Area Statement 92
Annexure C 2: Project Implementation Plan 94
Annexure C3: Format for checklist of submission 95
Annexure C4: Project Brief 97
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DISCLAIMER
i. The information contained in this Request for Proposal document (the “RFP”) or
subsequently provided to bidder(s), whether verbally or in documentary or any other
form by or on behalf of the West Bengal Housing Infrastructure Development
Corporation Limited (WBHIDCO), Urban Development Department, Government of
West Bengal (UD) or any of their employees or advisors or consultants, is provided
to bidder(s) on the terms and conditions set out in this RFP and such other terms and
conditions subject to which such information is provided.
ii. This RFP is not an agreement and is neither an offer nor invitation by WBHIDCO/ UD to the
prospective bidders or any other person. The purpose of this RFP is to provide interested
parties with information that may be useful to them in preparing their technical and
financial offers pursuant to this RFP (the "bid"). This RFP includes statements, which
reflect various assumptions and assessments arrived at by WBHIDCO/ UD in relation to
the Project. Such assumptions, assessments and statements do not purport to contain all
the information that each bidder may require. This RFP may not be appropriate for all
persons, and it is not possible for the WBHIDCO/ UD, its employees or advisors or
consultants to consider the technical capabilities, investment objectives, financial situation
and particular needs of each party who reads or uses this RFP. The assumptions,
assessments, statements and information contained in this RFP, may not be
complete, accurate, adequate or correct. Each Bidder should, therefore, conduct
its own investigations and analysis and should check the accuracy, adequacy,
correctness, reliability and completeness of the assumptions, assessments, statements and
information contained in this RFP and obtain independent advice from appropriate sources.
iii. Information provided in this RFP to the bidder(s) is on a wide range of matters, some of
which depends upon interpretation of law. The information given is not an exhaustive
account of statutory requirements and should not be regarded as a complete or
authoritative statement of law. WBHIDCO/ UD accepts no responsibility for the accuracy
or otherwise for any interpretation or opinion on law expressed herein.
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iv. WBHIDCO/ UD, its employees, advisors and consultants make no representation or
warranty and shall have no liability to any person, including any bidder under
any law, statute, rules or regulations or tort, principles of restitution or unjust
enrichment or otherwise for any loss, damages, cost or expense which may arise from or
be incurred or suffered on account of anything contained in this RFP or otherwise,
including the accuracy, adequacy, correctness, completeness or reliability of the RFP and
any assessment, assumption, statement or information contained therein or deemed to
form part of this RFP or arising in any way in this bidding process.
v. WBHIDCO/ UD also accepts no liability of any nature whether resulting from
negligence or otherwise howsoever caused arising from reliance of any bidder upon the
statements co ntained in this RFP.
vi. WBHIDCO/ UD may in its absolute discretion, but without being under any obligation
to do so, update, amend or supplement the information, assessment or assumptions
contained in this RFP.
vii. The issue of this RFP does not imply that WBHIDCO/ UD is bound to select a bidder or
to appoint the Selected Bidder or SPV, as the case may be, for the Project and WBHIDCO/
UD reserves the right to reject all or any of the bidders or bids without assigning any
reason whatsoever.
viii. WBHIDCO/ UD reserves all rights to cancel, terminate, change or modify this
procurement process and/or requirements of bidding stated in the RFP, at any time
without assigning any reason or providing any notice and without accepting any liability
for the same.
ix. The bidder shall bear all its costs associated with or relating to the preparation and
submission of its bid including but not limited to preparation, copying, postage,
delivery fees, expenses associated with any demonstrations or presentations which may
be required by WBHIDCO/ UD or any other costs incurred in connection with or
relating to its bid. All such costs and expenses will remain with the bidder and
WBHIDCO/ UD shall not be liable in any manner whatsoever for the same or for any
other costs or other expenses incurred by a bidder in preparation or submission
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of the bid, regardless of the conduct or outcome of the bidding process.
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DEFINITION AND INTERPRETATION
Definitions:
The words and expressions beginning with capital letters and defined in this RFP
document shall, unless the context otherwise requires, have the meaning hereinafter
respectively ascribed thereto:
1. ‘Agreement’ shall mean the Lease Deed to be executed by the
Department of Urban Development, Government of West Bengal in respect of
the Project Land in favour of the company to be incorporated by the Selected
Bidder under the Companies Act, 2013 for implementation of the Project in
accordance with the provision of the RFP document.
2. ‘Associate’ shall mean in relation to the bidder/ consortium member, a person who
controls, is controlled by, or is under the common control with such bidder/
consortium member (the “Associate”).
Explanation:- For purposes of this definition, ‘control’ shall have the meaning as
follows: Control with respect to any Person, shall mean: (a) the possession,
directly or indirectly, of the power to direct or cause the direction of the
management and policies of such Person whether through the ownership of voting
securities, by agreement or otherwise, or the power to elect more than one- half
of the directors, partners or other individuals exercising similar authority with
respect to such Person, or (b) the possession, directly or indirectly, of a voting
interest of more than 50% and a contractual shareholder or director with veto right in
management matters.
3. ‘Authority’ s h a l l mean West Bengal Housing Infrastructure Development
Corporation Limited (WBHIDCO), a Government Company within the meaning of
Section 617 of the Companies Act, 1956, under the administrative control of the
Urban Development Department, Government of West Bengal, which has been
authorized by the Urban Development Department, Government of West Bengal
for carrying out the bidding process and other allied activities on its behalf.
4. ‘Basic Urban Infrastructure Amenities’ shall have the same meaning as
defined in the West Bengal Town & Country Planning (Development of
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Township Projects Rules 2008) and subsequent amendments thereof.
5. ‘Bid’ shall mean the response submitted by the bidder in response to the RFP in
accordance with the terms and conditions of this RFP, including clarifications
and/or amendments, to the extent permitted, thereto.
6. “Bid Security or Earnest Money Deposit” shall mean the security furnished
by the bidder as stipulated in clause 3.7 of the RFP document.
7. ‘Bidder’ shall mean the bidding entity, company or consortium of companies,
as the context may admit or require, that submit their bid.
8. ‘Bid Evaluation Committee’ shall mean the committee constituted by
WBHIDCO/ Lessor for evaluating the bids.
9. “Built up area” or “Floor Area” means the covered area of a building at all
floors levels added together constructed.
10. “Completion Date” means the date on which Urban Development
Department, Government of West Bengal / Independent Engineer issues the
Completion Certificate confirming completion of the Minimum Development
Obligation.
11. ‘Conflict of Interest’ shall mean as has been enumerated in Clause 2.1.10.
12. “‘Consortium’ shall mean the reference to a group of legally constituted
entities, subject to a maximum of 3 (three) including the Lead Member, each
being a member of such consortium who have jointly submitted their bid for
implementing the Project, in accordance with the terms of this RFP.
13. ‘Consortium Agreement’ shall mean an agreement to be entered into amongst
all the members of the Consortium and forming part of their bid.
14. ‘Due Date’ shall mean the last date and time for receipt of the Bid, and as
mentioned in this RFP.
15. ‘Eligibility Criteria’ shall mean the General, Financial and Technical criteria
stipulated in this RFP documents, which the bidder is required to meet in order to
be eligible for evaluation of his Bid.
16. ‘EWS Dwelling Units’ Shall mean all weather single unit or a unit in a
multi storey super structure having a carpet area of upto 30 sq. mtr but not
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less than 28 sq. mtr with adequate basic civic infrastructure such as water,
toilets, electricity etc confirming to National Building Code of India/ other
relevant BIS Code of Practices and in line with the DPR approved by the Lessor.
17. ‘Global FSI’ shall mean total FSI permissible within the Project.
18. ‘Independent Engineer’ shall mean the firm appointed by the Lessor as per the
process laid down in this RFP for monitoring and certifying the progress of the
work, compliance with the stipulated guidelines and to confirm the development
as per plan within stipulated timeframe.
19. “INR” means Indian Rupees
20. ‘Lead Member’ shall mean, in case of a Consortium, the entity holding a
minimum equity stake of 51% in the Consortium and nominated by the
members of the Consortium to act as the lead member of the Consortium
and meets the Eligibility Criteria and is authorized for submission of Bid and
representing the Consortium in all matters pertaining to the RFP and having the
primary responsibility of developing and implementing the Project.
21. ‘Lease Period’ shall mean a period of 99 (ninety nine) years including the
construction period from the date of signing of the lease agreement.
22. ‘Lessee’ shall mean the company incorporated by the Selected Bidder under the
Companies Act, 2013, in the favour of which the Department of Urban
Development, Government of West Bengal would execute the Lease Deed for
implementation of the Project.
23. ‘Land Premium’’ shall mean the highest Financial Bid payable by the Selected Bidder
to the Lessor in the manner prescribed in the RFP document and in
consideration of the grant of the Lease Rights.
24. ‘Letter of Intent’ or ‘LOI’ shall mean the letter to be issued by Lessor to the
Selected Bidder conveying intention of award of the Project, in accordance with the
terms of this RFP.
25. ’Lessor’ shall mean the Urban Development Department, Government of West Bengal. 26. ‘Minimum Development Obligation’ shall mean the development of EWS
Dwelling Unit, Non Residential Thematic Economic Activity and Basic Urban
Infrastructure Amenities (collectively also referred to as Obligatory Facilities) to
be developed and allied services to be provided by the Lessee/ Selected Bidder as
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per the provisions of this RFP, the Township Policy/ Rules, applicable
development control regulation, land use and development control plan as may be
applicable and the DPR approved by WBHIDCO in due course.
27. “Net-worth” means the aggregate value of the paid-up share capital and all
reserves created out of the profits and securities premium account, after
deducting the aggregate value of the accumulated losses, deferred
expenditure and miscellaneous expenditure not written off, as per the audited
balance sheet, but does not include reserves created out of revaluation of assets,
write- back of depreciation and amalgamation.
28. ‘Performance Security’ shall mean the irrevocable & unconditional bank
guarantee furnished by the Selected Bidder as per the terms of the RFP.
29. ‘Power of Attorney’ shall mean the Power of Attorney, in the format provided in
this RFP, to be furnished by the bidder/Consortium authorizing a person to sign the
Bid and act for and on behalf of the bidder/Consortium during the bidding process
and in case the bidder is a Consortium, it shall also mean the Power of Attorney
in favour of the Lead Member in the format provided in this RFP, furnished by
the members of the Consortium.
30. ‘Project’ shall, interalia, include design, construction, development, finance,
operation of the Samridhi Theme Township at Kalyani in accordance with the
terms of this RFP, laid down them for the project and Lease Deed, prescribed
specifications and performance standards, good industry practices and applicable
rules and regulations including provisions of the Township Policy dated 12.12.2014
and as per approved DPR.
31. Project Land’ shall mean piece and parcel of land containing an area of
50.7 acres more or less, situated at Kalyani, more particularly described at Schedule
A of the Lease Deed.
32. ‘Request for Proposal’ or ‘RFP’ shall mean the Request for Proposal document
including the draft Lease Deed, Annexure and Addendum thereof issued by
WBHIDCO for selection of a suitable Lessee to implement the Project, and shall
include any modifications, amendments or alterations or clarifications thereto.
33. “Selected Bidder” shall mean the bidder selected, pursuant to the bid evaluation
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process set forth in this RFP document, for implementation of the Project and
to whom LOI has been issued by Lessor.
34. “Theme” or “Thematic Development” for the purpose of this project shall mean
“Analytic Hub”.
35. ‘Taxes and Duties’ shall mean all taxes, duties, fees etc. payable as per applicable
laws in India in connection with the development, operation and management of the
Project.
36. ‘Technical Criteria’ shall mean the Eligibility criteria stipulated in this RFP, required
to be fulfilled by the bidder
37. “Urban Development Department” or “UD” shall mean the Urban
Development Department, Government of West Bengal.
Interpretation
In the interpretation of this RFP, unless the context otherwise requires:
a. words importing singular shall include plural and vice versa, and words importing
the masculine shall include the feminine gender and vice versa;
b. Unless otherwise stated, a reference to a Clause, Sub-Clause, Paragraph,
Subparagraph, Annex, Exhibit, Attachment, Schedule or Recital is a reference to a
Clause, Sub-Clause, Paragraph, Subparagraph, Annex, Exhibit, Attachment,
Schedule or Recital of this RFP;
c. the table of contents and headings are for convenience of reference only, and shall
not be used in and shall not affect the construction or interpretation of this
Agreement;
d. A reference to any agreement is a reference to that agreement and all
annexes, attachments, exhibits, schedules, appendices and the like incorporated
therein, as the same may be amended, modified, supplemented, waived, varied,
added to, substituted, replaced, renewed or extended, from time to time, in
accordance with the terms thereof;
e. The terms “include” and “including” shall be deemed to be followed by the
words “without limitation”, whether or not so followed;
f. Any reference to a person shall include such person’s successors and permitted
assignees;
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g. A reference to a “writing” or “written” includes printing, typing, lithography and
other means of reproducing words in a visible form;
h. Any date or period set forth in this RFP shall be such date or period as may be
extended pursuant to the terms of this RFP;
i. A reference to “month” shall mean a calendar month, a reference to “week” shall
mean a calendar week and a reference to “day” shall mean a calendar day,
unless otherwise specified;
j. The terms “hereof, “herein”, “hereto”, “hereunder” or similar expressions used in
this RFP mean and refer to this RFP and not to any particular Article, Clause or
Section of this RFP. The terms “Article”, “Clause”, “Paragraph” and “Schedule”
mean and refer to the Article, Clause, Paragraph and Schedule of this RFP so
specified;
k. In the case of any conflict, discrepancy or repugnancy between the
provisions of RFP documents, provisions of the Lease Deed (as applicable) shall
prevail over and supersede the provisions of other documents;
l. The descriptive headings of Articles and Sections are inserted solely for
convenience of reference and are not intended as complete or accurate descriptions
of content thereof and shall not be used to interpret the provisions of the Lease
Deed;
All capitalized words and expressions used in Volume - I of the RFP but not defined therein shall have the same meaning as ascribed to them in the Lease Deed.
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SUMMARY OF PROJECT STRUCTURE
Sl. No. Particulars Project Structure
1 Project Development of Samridhi Theme based Township at
Kalyani, West Bengal on a Lease for a period of 99 years.
2 Theme Analytic Hub
3 Authority West Bengal Housing Infrastructure Development
Corporation Limited, HIDCO BHABAN, 3rd Rotary, Major
Arterial Road, New Town, Kolkata- 700156
4 Lessor Urban Development Department, Government of West
Bengal
5 Agency for E-
Auction
MSTC Ltd., a Government of India Enterprise on behalf of
WBHIDCO Ltd
6 Important Dates Event Description Estimated Date
Uploading of Bid
Document
04.11.2015
Last date for receiving
queries
17.11.2015
Pre Bid Meeting
(please refer Section 7 of
this RFP)
20.11.2015 at 1500 hrs at 3rd
floor, Conference Hall of
WBHIDCO
EMD Submission Date 7.12.2015
Bid Due Date
(Submission of Technical
Bid)
8.12.2015 by 1600 hrs IST
Bid Opening Date 8.12.2015 by 1700 hrs IST
Short Listing of Bidder 11.12.2015
E-Auction Date 15.12..2015 from 11.30 AM
onward
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MSTC E-auction Number MSTC/ERO/WEST BENGAL
HOUSING
INFRASTRUCTURE DEV
CORPN LTD/22/NEWTOWN
KOLKATA/15-16/11716
7 EMD INR 1,00,00,000/- (Indian Rupees One Crore only)
which has to be deposited with M/s MSTC Limited,
only through e-Payment gateway available at the
BUYER's login page.
8 Contact Persons
For Site Visits: Mr Khalid Qaisar. Estate Manager
Phone: 033 2589126, E-mail : emanager.kalyani@gmail.com
WBHIDCO: Ms. Debjani Datta, Joint Managing
Director (Admn),WBHIDCO, HIDCO BHABAN, 3rd
Rotary, Major Arterial Road, New Town, Kolkata- 700156
Phone: 033-2324-6005, Email : d.datta@wbhidco.in
Urban Development Dept, Government of West Bengal :
Ms. Sumita Bagchi, Joint Secretary, Urban Development
Department, Govt.of West Bengal, Phone : 033-2334- 9309,
Email : bagchisumita@yahoo.com
MSTC : Shri Debdeep Sen, Assistant Manager, E.R.O.,
225-F, AJC Bose Road 3rdFloor, Kolkata – 700 020,
Telephone : (033)22891402/22900964 Mobile – 9163600444,
Email : debdeep@mstindia.co.in
9 Agreement A Lease Deed shall be executed in favour of the SPV
formed by the Selected Bidder to develop the Township
Project including the Residential, Commercial, Basic
Urban Infra Amenities, Basic Urban Infra Facilities, Non
Residential Thematic Economic Zone and other allied
facilities subject to it complying the terms and conditions
of the West Bengal Town & Country (Planning &
Development) Act 1979 including amendments thereof,
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Township Policy of West Bengal, all applicable rules &
regulation in force, Lease Deed, RFP and in the phases as
stipulated therein and also having made payment as
defined therein. The preferred bidder shall sign as the
confirming party. The Lease Deed shall be for a period of
99 years from the effective date as defined in Lease
Agreement.
The Special Purpose Vehicle or Company to be
incorporated by the Bidder shall be required to complete
the Minimum Development Obligation within a period of
8years from the signing of the Agreement. The Authority
may extend the timeline by another 2 years in case of
exceptional circumstances. The Lease Deed shall be
executed only after receipt of Land Premium in full by the
Lessor.
10 Scope of the
Work of the
Selected Bidder/
Lessee
Development of a Theme Township in compliance with the
Township Policy/ Rules of Government of West Bengal,
applicable development rules and guidelines, conceptual
master plan and other terms and conditions of the bid.
• Preparation of Master Plan, Detailed Project Report
(the “DPR”) consisting of detailed architectural
drawings, sanctionable building plan and other
related documents, namely procedure and
methodology for construction, quality assurance
plan and engineering & construction time
schedule. The DPR should conform to minimum
developmental requirements as provided in the
RFP. The DPR should be prepared according to
extant building rules (read with land use plan, if
any). It is made c l e a r that notwithstanding
anything contained in this document, the
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provisions of extant building rules and regulations
will prevail. The DPR should contain the
requirements for both the EWS units, Non
Residential Thematic Development Zone and the
Commercial Development Area of the Project.
• Obtaining approval of the DPR from
WBHIDCO/Lessor and/ independent engineer/ third
parties engaged by WBHIDCO/Lessor for this
purpose.
• Obtaining all statutory approvals and sanctions
from the appropriate authorities. All costs and
fees payable for such approvals and sanction shall
be paid and borne by the Selected Bidder.
• Construction of the EWS and Non Residential
Thematic Development Zone as per the approved
DPR and as per the Project Milestones and in
conformity to the Township Policy with requisite
Urban Infrastructure Amenities and Infrastructure
Facilities within a period of 8 years from the
signing of the Lease Agreement..
• Construction of the other portion of the project
provided however at no point of time the
minimum norms as per the Township Policy shall
be violated.
• Post completion of construction of the residential/
commercial Development area till formation of any
apartment owners association, residents welfare
association, cooperative society or management
company by the unit holders for the purpose
of operation and maintenance of the common
infrastructure of the residential/ commercial
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development area and taking over such
responsibility by such association, society or
company, the Selected Bidder shall also be
responsible for the operation and maintenance of
the Development Area on its own and without any
financial liability on the Lessor.
• Operation & maintenance of the common
infrastructure of the project including road,
water, sewerage, drainage etc till the transfer of the
same to the Agency/ ULB notified by the Lessor
provided that such transfer shall not be notified till
the completion of the Minimum Development
Obligation as per the approved DPR and the
Township Policy.
The following specific stipulations will be followed by the
Selected Bidder:
a) 25 % of the total residential units in the
township shall be E WS units. The maximum
consideration of a EWS Dwelling Unit shall
not exceed Rs 3 lacs. The selection of
beneficiaries shall be carried out by the Lessor
as per the policies of the State. However the
proceeds of the same shall accrue to the Lessee.
b) 25 % of the net land proposed to be
developed excluding basic infrastructure
amenities and basic public infrastructure to be
kept for non residential thematic or economic
development for which the township has been
proposed.
• All other town planning norms and other terms &
conditions required for carrying out township
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project under the West Bengal Town & Country
Planning (Development of Township Project) Rules
2008 read with subsequent amendments to be
followed.
11 Receivables from
the Project
Subject to the payment of Land Premium, Annual lease
rent, all other dues under the lease agreement and on
compliance of all conditions thereof, all receivables from
the Project shall accrue to the Lessee.
12 Cost of
Development
All cost of the Project including but not limited to Master
Planning, DPR, obtaining approvals for the Project,
construction, supervision and transfer to end users shall
be on the part of the Selected Bidder. In no event the
Authority/ Lessor shall be liable nor shall any liability be
contracted in the name of the Authority / Lessor.
13 Approvals All approvals and permissions shall be taken by the
Selected Bidder/ Lessee. While the responsibility of
obtaining the same, shall be that of the Selected
Bidder/Lessee as the case maybe, the Authority/Lessor
shall render all assistance in obtaining such approvals
and sanctions. All cost pertaining to the approvals shall
be on the part of the Selected Bidder /Lessee as the case
maybe.
The Selected Bidder/Lessee shall submit all applications
and make efforts to obtain all approvals from
Governmental Authorities and other Statutory bodies for
the purposes of the Project including approvals for (i)
constructing and developing the Project and (ii) operating
and maintaining the Project in accordance with the terms
of the Lease Deed and Applicable Laws.
14 Financing The Selected Bidder/Lessee shall be solely responsible for
arranging all the funds for the Project, construction and
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development of the Project in accordance with the
provisions of this Lease Deed.
The Lessee may create a Security Interest in respect of its
rights under the Lease Deed including, its right to receive
money from the intending end-users or other persons or
any part thereof in favour of Lenders.
15 Restrictions on
Lease,
The Lessee can mortgage the leasehold interest only
(and not the demised land itself) on the demised land,
whether in full or in part. The Lessee is not entitled to
assign its leasehold interest, whether in full or in part.
However, the Lessee shall be entitled to sub-let, sub-lease,
transfer in the nature of further sub-lease or otherwise deal
with or dispose of the demised area and/or part thereof by
demarcating and segregating the same into separate sub-
plots and/ or constructed spaces in such sub-plots not
amounting to any assignment of Lessee’s interest in the
demised area.
The Selected Bidder/Lessee would be entitled to obtain
financial facilities in respect of the Project from
Scheduled Banks/ Financial Institutions by creating
charge/ mortgage in favour of such Scheduled Banks/
Financial Institutions over its right hereunder without
however in any manner creating or foisting any liability
on the Lessor/ WBHIDCO. Apart from confirming to such
lending institutions that the Selected Bidder would have
such right to create a security interest in respect of its
rights hereunder including the Lease Deed(s), the Lessor/
WBHIDCO would have no financial obligation towards the
lending institution. Once such financial facilities are
sanctioned, a copy of the Loan Agreement(s) is to be
provided by the Lessee to the Lessor and WBHIDCO.
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In case of default in making due payment of the
financial facilities by the Lessee in terms of such
Loan Agreement(s), such Scheduled Banks/ Financial
Institutions shall have the right to substitute the Lessee
and appoint a new Lessee at the place and stead of the
defaulter Lessee, as per the terms prescribed by the
Lessor, provided however that such substitute agency
shall also fulfill the technical and financial qualification
prescribed herein and substitution shall be carried out
with the consent of the Lessor and on completion of such
documents as may be prescribed by the Lessor
16 Annual Lease
Rent
INR 1 per acre per annum plus applicable taxes
17 Shareholding
Pattern of the
Lessee
In case of single entity, the Selected Bidder shall legally
and beneficially hold 100% equity in the Lessee till the
signing of the Lease Deed, 51% uptil completion of the
Minimum Development Obligation and 26% uptil the
completion of the Project.
In case of Consortium, members of the Consortium shall
nominate one member as the lead member (the “Lead
Member”). The Selected Consortium shall legally and
beneficially holds 100% equity in the Lessee, with Lead
Member equity holding not less than 51% till the signing of
the Lease Deed, 51% with minimum equity holding of the
Lead Member at 26%, uptil completion of the Minimum
Development Obligation and 26%, with minimum equity
holding of the Lead Member at 10%, until the completion
of the Project.
Further dilution of the equity structure of the Lessee shall be
subject to the approval of the Lessor.
18 Other Key Terms 1. The eligible bidder quoting the highest Land Premium
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
21
above the minimum reserve price shall be the Selected
Bidder.
2. The Selected Bidder shall pay an amount equivalent to
10% of the Financial Bid to Lessor within 30 days of the
issue of the LOI.
3. The LOI shall be issued to the Selected Bidder by
the Lessor and shall facilitate the Selected Bidder in
preparation of Master Plan, Detailed Project
Report (DPR) consisting of infrastructure development
plan, detailed architectural drawings, building plan
and other related documents, namely, procedure and
methodology for construction, quality assurance plan
and engineering and construction time schedule and
to enable it to obtain necessary approval sanction
permission from various authorities for development of
the Project at the Project Land, Lessor shall permit
the Selected Bidder and/ or the Special Purpose
Vehicle (SPV) to undertake the following activities :
a. To appoint Architect or Architects to survey
the land to carry out soil testing of the Project
Area and to develop a detailed master plan
and DPR for the project.
b. To prepare, sign, execute and
submit all papers,documents, statements,
undertakings, declarations and plans as may
be required for sanction of plan by the
appropriate authority and/ or for alteration or
modification thereof and to sign such plan or
plans as may be necessary or may be required
from time to time.
c. To appear and represent before the necessary
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
22
authorities including the Local Body, Fire
Brigade, West Bengal Police, West Bengal
Pollution Control Board, Central Pollution
Control Board, Competent Authority under the
Urban Land (Ceiling & Regulation) Act, 1976/
West Bengal Land Reforms Act, 1955 for the
purpose of obtaining necessary sanction
approval permission modification or alteration
thereof for the purpose of development at said
Project Area.
d. To pay fees, obtain sanction orders and other
permissions from the necessary authorities for
sanction, modification or alteration of the plan
and also to submit and take delivery of the plans
sanctioned by appropriate authority.
e. To undertake physical survey, soil testing
and test piling for the purpose of preparing
sanctionable building plan.
f. To apply for obtaining electricity, water,
sewerage,drainage and/or other connections of
any other utility in the said Project Area and for
that purpose to sign, execute and submit all
papers, applications, documents and plans and to
do all other acts, deeds and things in that
regard.
g. To take steps for undertaking conversion in the
nature of the land in the records of the concerned
Block Land & Land Reforms Office and making all
applications in the name of Lessor, in this regard.
h. To carry out the environmental assessment study,
if so applicable for the project.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
23
i. For all or any of the purpose hereinbefore
stated to appear and represent us before all
authorities having jurisdiction and to sign,
execute and submit all papers and
documents in connection with any or all
matters above mentioned.
The above permissions are being granted merely on
provisional basis subject to fulfillment of all terms and
conditions contained in the RFP and will come to an end, if
the balance 90% of the Financial Bid is not paid in terms
of the RFP. The Selected Bidder and/ or the SPV
incorporated by the Selected Bidder shall not enter into
any financial transaction or make any offer regarding the
Project or any of its components till the time, the full
payment has been received and Lease Agreement has been
duly executed. The Selected Bidder and/ or the SPV
incorporated by the Selected Bidder while exercising any of
the powers hereby granted shall not be entitled to create
any financial or other liability on Lessor/WBHIDCO or the
Government of West Bengal
4. The DPR shall clearly define the construction
area as well as core infrastructure & project
implementation and shall also clearly define the EWS &
Non Residential Thematic Economic Development Zone to
be developed in phases. Such DPR and Master Plan shall
be submitted within 90 days of issue of the LOI. Within this
period, the Selected Bidder shall also form the Project SPV.
5. The Selected Bidder shall obtain the approval of the
Authority on the Master Plan and development plan with
respect to township policy, bid stipulations and phasing
and also submit complete applications for key approvals
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
24
such as environment approval/ pollution control approval
etc. within a period of 180 days of the above but not more
than 330 days from the LOI date.
6. The Lessee shall pay 90% of the Financial Bid plus
applicable taxes within 360 days from the LOI following
which the Lease Deed shall be affected. In case the
Selected Bidder fails to deposit the second instalment of
90% within the stipulated time period, the lessor may
allow an additional period of 360 days on payment of
further 15% of the quoted Land Premium before expiry of
the first 360 days of the LoI. However in such case, the
Selected Bidder/ Lessee shall pay a delayed payment
charge computed at the rate of 12.5% per annum
compounded quarterly for the balance period on the
balance payment.
7. The Lessee shall pay Re 1 per acre per annum plus
applicable taxes as Annual Lease Rent during the Lease
Period of 99 years.
8. The Selected Bidder shall pay the applicable
development fees to the Lessor/ concerned Authority.
9. The phase wise development shall be planned in a
manner such that the development of each phase shall
confirm to the minimum provisions of the township
policy/ rules, applicable development control regulation,
land use, development control plans as may be applicable,
rules & regulation of the concern Municipality & bid
documents. Such phases shall be clearly stated in the
DPR prepared by the Selected Bidder. The report shall
clearly define the Residential, Basic Urban Infra
Amenities, Basic Urban Infra Facilities, Non Residential
Thematic Economic Zone and other allied facilities to be
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
25
developed in each phase and shall conform to the
requirement of the bid.
19 Independent
Engineer
An Independent Engineer shall be appointed for
monitoring & certifying for progress of the work,
compliance with the stipulated guidelines and to confirm
the development as per plan within stipulated timeframe.
Within 30 days of receipt of the LoI the Selected Bidder
shall submit a panel of 3 agencies in order of preference
out of the panel of empanelled transaction advisors
shortlisted by the Finance Department, Government of
West Bengal for the urban sector together with its consent
for appointment by the Lessor/Authority of one of the
agency named in such panel as the independent
engineer. The Authority/ Lessor within 30 days of receipt
of the above shall finalize the appointment in consultation
with the Selected Bidder, the fees and the other terms of
appointment and appoint the independent engineer.
The tenure of the appointment of engineer shall be
initially for a period of 3 years.
The role of the Independent Engineer would be to
oversee the implementation of the Project by the
Selected Bidder, to determine whether the
Development Milestone has been met, and whether
deviations, if any, are material from the agreed
Development Milestone and the approved plans,
designs and drawings have been made. The Independent
Engineer shall be required to inspect and submit monthly
reports to the Authority/Lessor directly. The view of the
Independent Engineer shall be ascertained before
according Building Plan approval for future phases. Cost
of Independent Engineer shall be borne by the Lessee.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
26
20 Marketing The Selected Bidder/Lessee shall be solely responsible
for the marketing of the Built-up Project Area to
intending end-users and shall make its best endeavours in
this regard. The Selected Bidder shall undertake all
marketing activities in this regard at its own costs and
expenses.
21 Indemnity The Selected Bidder/Lessee shall be solely responsible for
the development of the project and shall ensure
compliance with all rules and regulations. The Selected
Bidder shall indemnify the Authority/ Lessor/ advisors or
consultant against all liabilities, losses claims or
proceedings arising out of its actions.
22 Insurance The Selected Bidder shall at its cost and expense,
purchase and maintain such insurance as are necessary,
including but not limited to the following:
• Builder’s all risk insurance;
• Workmen’s compensation insurance; and
• Any other insurance that may be necessary to
protect the Selected Bidder, its employees and
its assets against loss, damage or destruction
at replacement value including all Force Majeure
events (as defined in the Lease Deed) those are
insurable.
23 Internal
Infrastructure
The Selected Bidder/Lessee will be responsible for all
internal infrastructure linkages required for the Project
including but not limited to road, electricity supply,
water supply, waste water and solid waste disposal and
storm water drainage. The Authority/Lessor will facilitate
for the provisions with respective Government department
and agencies at no cost to itself and it shall be the
responsibility of the Selected Bidder to fulfill any monetary
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
27
or other compliances as may be required by such
Government Department and Agencies.
24 Security Selected Bidder/Lessee shall be responsible for the security
of the Project land from the Effective Date and shall
ensure that there are no encroachments on the entire area
allocated for the proposed township.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
28
SECTION-1: INTRODUCTION 1.1 Background & Project Introduction
1.1.1 The Government of West Bengal is committed towards development of quality
urban infrastructure and provision of high quality of life to its urban residents. The
State recognizes that urban cities are important growth centres and substantially
contribute to the growth of the entire state and the country as a whole. Therefore
development of quality urban infrastructure is not only important for provision of
quality life to its residents and visitors but also for the economic prosperity of the State
as well as the country as a whole.
1.1.2 Keeping the above in mind, the State has recently launched a new Township Policy
which encourages development of theme based townships focused on economic
activities which generates employment while providing housing for all. Six such
townships are proposed to be developed on identified Government Land. These
townships are listed below:
Sl.No. Location Local Authority Area
(approx.)
1. DABGRAM (TEESTA) near
Siliguri in Jalpaiguri District
Siliguri Jalpaiguri
Development Authority
(SJDA)
84.418 acre
2. BOLPUR (GITABITAN) in
Birbhum District
Sriniketan Santiniketan
Development Authority
(SSDA)
135.3 acre
3. ASANSOL (AGNIBINA) in
Burdwan District
Asansol Durgapur
Development Authority
(ADDA)
59.3 acre
4. KALYANI (SAMRIDHI) in
Nadia District
Estate Manager, Kalyani,
Urban Development
50.7 acre
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
29
Department
5. DUMURJALA in Howrah
District
Howrah Improvement
Trust (HIT)
50 acre
6. BARUIPUR (UTTAM CITY) in
South 24 Parganas District
Kolkata Metropolitan
Development Authority
(KMDA)
86.2 acre
1.1.3 West Bengal Housing Infrastructure Development Corporation Limited (hereinafter
referred as ‘WBHIDCO’), a Government Company within the meaning of Section 617 of
the Companies Act, 1956, under the administrative control of the Urban Development
Department, Government of West Bengal has been designated as the State Level Nodal
Agency for the development of these identified townships and has been authorized by
the Lessor to carry out the bidding process and the allied activities. Bengal Urban
Infrastructure Development Limited a Joint Venture Company formed between the Urban
Development Department and IL&FS has been appointed as the Transaction Advisor for
the project.
1.1.4 It has been proposed that each of the townships shall be offered for bidding in a phased
manner. The Uttam Township in Baruipur has already been offered on bid and the bid
process is currently on. The Theme of the Samridhi Township which is being offered on bid
shall be “Analytic Hub”
1.1.5 WBHIDCO on behalf of the Lessor now invites offers from eligible bidders interested in
Development of the Samridhi Township at Kalyani over 50.7 acres by way of grant of
lease for 99 (ninety-nine) years through e-auction to be conducted by MSTC Ltd
(MSTC), a Govt of India Enterprise.
1.1.6 The Lessee shall be handed over the possession of the Project Land for the Township
on a As-Is- Where-Is Basis only for a period of ninety nine years (99) years from the
date of signing of the lease Agreement and in terms thereof. The Government of
West Bengal has approved a Global FSI of 2 for the theme township and necessary
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
30
notification for the same is under finalization.
1.1.7 The scope of work for the Project shall broadly include:
• Development of a Theme Township in compliance with the Township
Policy/ Rules of Government of West Bengal, applicable development rules and
guidelines, conceptual master plan and other terms and conditions of the bid.
• The following specific stipulations will be followed by the Selected Bidder:
o 25 % of the total residential units in the township shall be reserved for EWS.
The maximum consideration of a EWS Dwelling Units shall not exceed Rs 3
lacs. The selection of beneficiaries shall be carried out by the Lessor as per
the policies of the State. However the proceeds of the same shall accrue to the
Lessee.
o 25 % of the net land proposed to be developed excluding basic infrastructure
amenities and basic public infrastructure to be kept for non residential thematic
or economic development for which the township has been proposed.
O All other town planning norms and other terms & conditions required for
carrying out township project under the West Bengal Town & Country
Planning (Development of Township Project) Rules 2008 read with subsequent
amendments to be followed.
• Preparation of Master Plan, Detailed Project Report (the “DPR”)
consisting of detailed architectural drawings, building plan and other related
documents, namely procedure and methodology for construction, quality
assurance plan and engineering & construction time schedule. The DPR should
conform to minimum developmental requirements as provided in the RFP. The
DPR should be prepared according to extant building rules (read with land use
plan, if any). It is made clear that notwithstanding anything contained in this
document, the provisions of extant building rules and regulations will prevail.
The DPR should contain the requirements for both the EWS units, Non
Residential Thematic Development Zone and the Commercial Development Area
of the Project.
• Obtaining approval of the DPR from WBHIDCO/Lessor and/Independent Engineer/
third parties engaged by WBHIDCO/Lessor for this purpose.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
31
• Obtaining all statutory approvals and sanctions from the appropriate
authorities. All costs and fees payable for such approvals and sanction shall be
paid and borne by the Selected Bidder.
• Construction of the EWS and Non Residential Thematic Development Zone
as per the approved DPR and as per the Project Milestones and in conformity
with the Theme and the Township Policy with requisite Urban Infrastructure
Amenities and Infrastructure Facilities within a period of 8 years from the signing
of the Lease Agreement.
• Construction of the other portion of the project provided however at no point of
time the minimum norms as per the Township Policy shall be violated.
• Post completion of construction of the residential/ commercial development
area, till formation of any apartment owners association, residents welfare
association, cooperative society or management company by the unit holders for
the purpose of operation and maintenance of the common infrastructure of the
residential/ commercial development area and taking over such responsibility by
such association, society or company, the Selected Bidder shall also be responsible
for the operation and maintenance of the Commercial Development Area on its own
and without any financial liability on the Lessor.
• Operation & maintenance of the common infrastructure of the project
including road, water, sewerage, drainage etc till the transfer of the same to
the Agency/ ULB notified by the Lessor provided that such transfer shall not be
notified till the completion of the Minimum Development Obligation as per the
approved DPR and the Township Policy.
1.1.8 The Lease Agreement shall be executed by the Lessor only upon receipt of Land
Premium in full as quoted by the Selected Bidder.
1.1.9 A Bidder can be a company under the Companies Act, 1956 or 2013 or
subsequent enactments thereof / partnership firm/other legal entity
incorporated/established as per the applicable laws of the country of its origin
(the “Bidder(s)”). Subject to terms and conditions mentioned herein, a
consortium of maximum three (3) agencies shall be allowed to bid and any
Bid submitted by a consortium of entities exceeding three (3) members
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
32
shall not be considered for evaluation under this RFP. Upon selection, the
Preferred Bidder shall be required to incorporate a company under the
Companies Act, 2013 as a special purpose company (SPV) prior to execution of
the lease agreement (hereinafter referred to as ‘Lessee’) for the
implementation of the Project under and in accordance with the
provisions of the lease agreement to be entered into between the Preferred
Bidder, Lessee and the Lessor in the form provided by the Authority as part of
the Bidding Documents pursuant hereto.
Throughout these bidding documents, the terms ‘Bid’ and ‘Tender’ and their
derivatives (bidder/tenderer/ , bidder/applicant, bid/ tender, bidding/ tendering, etc.)
are synonymous.
1.1.10 The Lease Agreement to be entered into between the Lessor, Lessee and the
Preferred Bidder shall set forth the detailed terms and conditions for grant of
Lease to the Lessee, including the scope of the Lessee’s services and obligations
(the “Lease”).
1.1.11 The statements and explanations contained in this RFP are intended to provide
a proper understanding to the Bidders about the subject matter of this RFP and
should not be construed or interpreted as limiting in any way or in any manner
the scope of services and obligations of the Lessee set forth in the Lease
Agreement or the Authority’s rights to amend, alter, change, supplement or
clarify the scope of work, the Lease to be awarded pursuant to this RFP or
the terms thereof or herein contained. Consequently, any omissions, conflicts or
contradictions in the Bidding Documents including this RFP are to be
noted, interpreted and applied appropriately to give effect to this intent, and
no claims on that account shall be entertained by the Authori ty.
1.1.12 The Authority shall receive Bids pursuant to this RFP in accordance with the
terms and conditions set forth herein and other documents as provided by the
Authority pursuant to this RFP and as modified, altered, amended and
clarified from time to time by the Authority (collectively the "Bidding
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
33
Documents"). All the Bids shall be prepared and submitted in accordance with
such prescribed terms and conditions on or before the date specified in clause
1.2 of this RFP for submission of Bids (the “Bid Due Date”).
1.1.13 Intending bidders shall have to register themselves with M/s. MSTC Ltd. on
their website www.mstcecommerce.com and such registration process should be
completed before the date Bid Due Date. Details regarding registration, e-
Auction process, terms and conditions of e-Auction etc. are available in the
website of M/s. MSTC Ltd., WBHIDCO Ltd and IIDC Limited. Bidders
are requested to note that only digitally signed bids shall be accepted in the e -
Auction. Hence, they should equip themselves with Indian Digital
Signature Certificates before the date of e- Auction. For further
details, please visit www.wbhidcoltd.com or www.mstcindia.co.in or
www.mstcecommerce.com or www.iidcindia.com.in or contact Shri. Debdeep
Sen, Asst Manager, E.R.O, 225-F, AJC Bose Road, 3rd Floor, Kolkata-
700020, Telephone: (033)22891402/ 22900964, E-mail: debdeep@mstcindia.co.in.
Bidders may also contact WBHIDCO at HIDCO BHABAN, 3rd Rotary, Major
Arterial Road, New Town, Kolkata- 700156 ( Phone No: (033)2324-
6037/6038/6035/6036).
WBHIDCO reserves the right to accept / reject any or all offers at its sole
discretion without assigning any reason whatsoever and the same will be binding on
the Applicant-Bidders. Further, the Bidding Process will be cancelled if minimum of 3
bids are not received and the same will be binding on the Applicant-Bidders
1.2 Schedule of Bidding Process
WBHIDCO shall endeavor to adhere to the following bidding schedule:
Event Description Estimated Date
Uploading of Bid Document 04.11.2015
Last date for receiving queries 17.11.2015
Pre Bid Meeting
(please refer Section 7 of this RFP)
20.11.2015 at 1500 hrs at 3rd floor,
Conference Hall of WBHIDCO
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
34
EMD Submission Date 7.12.2015
Bid Due Date (Submission of
Technical Bid)
8.12.2015 by 1600 hrs IST
Bid Opening Date 8.12.2015 by 1700 hrs IST
Short Listing of Bidder 11.12.2015
E-Auction Date 15.12..2015 from 11.30 AM onward
1.3 Contact Details
The Bidder/(s) are advised to contact the following person for Site Visit related
issues:
Ms. Khalid Qaisar , Estate Manager, Kalyani
Phone: 033 2589126, E-mail : emanager.kalyani@gmail.com
Further the Bidder/(s) may contact the following person for a ny queries or
request for additional information concerning this RFP/ Bidding Documents: WBHIDCO Urban Development Dept, GoWB Ms. Debjani Datta, Joint Managing Director (Admn), WBHIDCO, Phone: 033-2324-6005, d.datta@wbhidco.in
Ms. Sumita Bagchi, Joint Secretary Urban Development Department, Govt. of West Bengal Phone : 033-2334-9309, bagchisumita@yahoo.com
For queries regarding registration with MSTC or e-auction process, the following persons
may be contacted:
MSTC Limited Urban Development Dept, GoWB Shri Debdeep Sen Assistant Manager, E.R.O 225-F, AJC Bose Road 3rd Floor, Kolkata – 700 020 Telephone : (033) 22891402/22900964 Mobile – 9163600444 Email : debdeep@mstindia.co.in
Shri Vikash Jaiswal, Deputy Manger, E.R.O, 225-F, AJC Bose Road, 3rd Floor, Kolkata – 700 020, Telephone (033) 22812877 Email : vikash@mstcindia.co.in
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
35
SECTION-2: INSTRUCTIONS TO BIDDERS
A. GENERAL 2.1 General Terms of Bidding
2.1.1 A Bidder is eligible to submit only one Bid. Multiple bids whether single or by way
of consortium is liable to be rejected.
2.1.2 Notwithstanding anything to the contrary contained in this RFP, the detailed terms of
the draft Lease Agreement shall have overriding effect and shall prevail over the terms of
this RFP to the extent of any repugnancy between them; provided, however, that any
conditions or obligations imposed on the Bidder hereunder shall continue to have effect
in addition to its obligations under the draft Lease Agreement.
2.1.3 The E Auction shall be conducted as per the process defined in Clause 2.12 & 2.13 of the
RFP 2.1.4 The Bidder shall deposit a Bid Security in accordance to the provision of this
RFP Document. 2.1.5 It is notified for information of the Applicant/Bidders that the instant offer is subject
to the scrutiny of the State Government.
2.1.6 Any entity which has been barred by WBHIDCO, Govt. of West Bengal/India or
any organization/ authority under the control of Government of India or any State
Governments, from participating in Projects (PPP or otherwise) and the bar subsists as
on the Due Date would not be eligible to submit the bid, either individually or as
member of a Consortium. The bidder/ Consortium member should, in the last three (3)
years, have neither failed to perform on any contract, as evidenced by imposition of a
penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration
award against the bidder/Consortium member, nor been expelled from any project or
contract nor have had any contract terminated for breach by such bidder/ Consortium
member, which has not been challenged by the bidder / Consortium member or if
challenged, the same has not been stayed by a competent court of law.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
36
2.1.7 Any condition or qualification or any other stipulation contained in the Bid shall
render the Bid liable to rejection as a non-responsive Bid.
2.1.8 The Bid and all communications in relation to or concerning the Bidding Documents and
the Bid shall be in English language.
2.1.9 The Bidding Documents including this RFP and all attached documents are and
shall remain the property of the Authority/Lessor and are transmitted to the Bidders
solely for the purpose of preparation and the submission of a Bid in accordance herewith.
Bidders are to treat all information as strictly confidential and shall not use it for any
purpose other than for preparation and submission of their Bid. The provisions of this
Clause 2.1.9 shall also apply mutatis mutandis to Bids and all other documents submitted
by the Bidders, and the Authority /Lessor will not return to Bidders any Bid or any
information provided along therewith.
2.1.10 A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects
the Bidding Process. Any Bidder found to have a Conflict of Interest shall be disqualified.
In the event of disqualification, Authority/Lessor shall forfeit the Bid Security or
Performance Security (in case of Preferred bidder, after the Project is awarded to him) ,
as the case may be, as mutually agreed genuine pre-estimated loss and damage likely to
be suffered and incurred by the Authority/Lessor and not by way of penalty for, inter
alia, the time, cost and effort of Authority/Lessor, including consideration of such
Bidder’s Bid, without prejudice to any other right or remedy that may be available to
the Authority /Lessor hereunder or/and the Concession Agreement or otherwise.
Without limiting the generality of the above, a Bidder shall be considered to have a
Conflict of Interest that affects the Bidding Process, if:
(i) the Bidder, its Member or Associate (or any constituent thereof) and any
other Bidder, or any Associate thereof (or any constituent thereof) have common
controlling shareholders or other ownership interest; provided that this
disqualification shall not apply in cases where the direct or indirect
shareholding of a Bidder or an Associate thereof (or any shareholder
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
37
thereof having a shareholding of more than 5% (five per cent) of the paid
up and subscribed share capital of such Bidder, or Associate, as the case may be)
in the other Bidder, its Associate, is less than 5% (five per cent) of the
subscribed and paid up equity share capital thereof; provided further that this
disqualification shall not apply to any ownership by a bank, insurance company,
pension fund or a public financial institution referred to in section 4A of the
Companies Act, 1956. For the purposes of this Clause 2.1.10 indirect
shareholding held through one or more intermediate persons shall be
computed as follows: (aa) where any intermediary is controlled by a person
through management control or otherwise, the entire shareholding held by
such controlled intermediary in any other person (the “Subject Person”) shall
be taken into account for computing the shareholding of such controlling
person in the Subject Person; and (bb) subject always to sub- clause (aa)
above, where a person does not exercise control over an intermediary, which
has shareholding in the Subject Person, the computation of indirect shareholding
of such person in the Subject Person shall be undertaken on a proportionate
basis; provided, however, that no such shareholding shall be reckoned under this
sub-clause (bb) if the shareholding of such person in the intermediary is less than
26% of the subscribed and paid up equity shareholding of such intermediary; or
(ii) a constituent of such Bidder is also a constituent of another Bidder; or
(iii) such Bidder or any Associate thereof receives or has received any direct or
indirect subsidy, grant, concessional loan or subordinated debt from any other
Bidder, its Member or Associate, or has provided any such subsidy, grant,
concessional loan or subordinated debt to any other Bidder or any Associate
thereof; or
(iv) such Bidder has the same legal representative for purposes of this Bid as any other
Bidder; or
(v) such Bidder or any Associate thereof has a relationship with another Bidder, or
any Associate thereof, directly or through common third parties, that puts
them in a position to have access to each others’ information about, or to
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
38
influence the Bid of either or each of the other Bidder; or
(vi) such Bidder has participated as a consultant to Authority in the preparation of
any documents, design or technical specifications of the Project.
2.1.12 A Bidder shall be liable for disqualification and forfeiture of Bid Security if any legal,
financial or technical advisor of the Authority in relation to the Project is engaged by the
Bidder in any manner for matters related to or incidental therewith to such Project
during the Bidding Process.
2.1.13 This RFP is non- transferable.
2.1.14 Any award of contract pursuant to this RFP shall be subject to the terms of Bidding
Documents. 2.1.15. The Preferred Bidder/ Lessee would be required to make the following Payments
towards Land Premium:
1. The Preferred Bidder shall make the following non-refundable, irrevocable payment
within 30 days from the date of issuance of LOI:
An amount equivalent to 10% of the Financial Bid (land Premium) to WBHIDCO plus applicable Tax.
2. Pay 90% of the Financial Bid within 360 days from the d at e o f i ssu an c e o f LOI
following which the Lease Deed shall be executed plus applicable Tax. In case the
Selected Bidder fails to deposit the second installment of 90% plus applicable tax within
the stipulated time period, the lessor may allow an additional period of 360 days on
payment of further 15% plus applicable tax of the quoted Land Premium before the
expiry of first 360 days of the LoI, however in such case, the Selected Bidder/ Lessee
shall pay a delayed payment charge computed at the rate of 12.5% per annum
compounded quarterly for the balance period on the balance payment
3. Pay Re 1 per acre per annum as Annual Lease Rent during the Lease Period plus
applicable Tax within 30th April of each year.
4. Pay the applicable development fee to the Lessor/ concerned authority.
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39
5. In case the Selected Bidder/ SPV fails to deposit any installment as aforesaid. , the LOI
shall stand cancelled and the EMD will be forfeited.
6. All taxes/duties/levies, etc. and expenses as applicable and related to the lease/
development of the township land, shall be entirely paid by the Selected Bidder/SPV.
7. In case the Land Premium/ Annual lease rent is not paid as per Payment Schedule
specified above made, if any, Performance Security of the Selected Bidder/ SPV will
automatically stand forfeited. In addition to such forfeiture as stated above, the
defaulting bidder shall not be allowed to take part in any e-Auction or any of the
auctions which may be held by WBHIDCO/ Lessor in future. Decision in this regard
shall be taken exclusively by WBHIDCO/ Lessor and shall be final and binding on the
bidders.
8. For the sake of clarity except as mentioned above it is notified that there shall not be
any extension of the last date fixed for payment as specified above in the Payment
Schedule. However, in case of last day, being holiday it will be extended automatically
to next working day
2.1.16 The Preferred Bidder shall be fully responsible for keeping indemnified the
Lessor/Authority, UD, advisors & consultants and from all legal implications and shall
bear all legal expenses including any losses incurred by the Authority/Lessor, its
officers, employees, agents, trustees and consultants including and arising out of or in
relation to or as a consequence of any breach of the Representations and Warranties, or
any of the covenants or obligations of the Lessee under this Agreement or any of the
terms and conditions of this Agreement by the Lessee or any Contractor/licensee or any
employee or agent of the Lessee;
2.2 Eligibility of Bidders 2.2.1 The bidder may be a single entity or a group of entities (‘Consortium’), coming
together to implement the Project. The expression ‘entities’, for the purpose of this clause,
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40
shall mean and refer to entities like company under the Companies Act, 1956 or 2013 or
subsequent enactments thereof / partnership firm/other legal entity
incorporated/established as per the applicable laws of the country of its origin (the
“Bidder(s)”). The term bidder used hereinafter would therefore apply to both a single
entity and a Consortium. The bidder should submit a Power of Attorney as per
the format enclosed at Annexure A2, authorizing the signatory of the Bid to commit the
Bidder. In case the Bidder is a Consortium, it must comply with the additional
requirements for bidding as a Consortium as specified in Clause 2.3 of this RFP.
2.2.2 At any point in time in the Bidding Process, if required by WBHIDCO/Lessor, it is the
bidders’ responsibility to provide such evidence of their eligibility as per the terms of the
RFP, to the satisfaction of WBHIDCO/Lessor. Bidders may be required to periodically
update (at times to be notified by WBHIDCO/Lessor) the information submitted in their
Capability Statement as regards the following:
Evidence of availability of financial resources;
Audited Balance sheets including the effect of known commitments;
Commitments of other works awarded since submitting the Bid;
Any other information that might be requested;
Any information known to the bidder that may affect its ability to perform
the contractual obligation.
2.2.3 A bidder may be disqualified if it is determined by WBHIDCO/Lessor, at any
stage of the bidding process that the bidder fails to continue to satisfy the
Eligibility Criteria /Technical and Financial Criteria.
2.2.4 Nothing contained in this RFP, shall prohibit the bidder in bidding for any other
theme township at any other locations in West Bengal.
2.3 Additional requirements for Proposals submitted by a Consortium 2.3.1 In case the bidder is a Consortium, the members of the Consortium shall furnish a
Power of Attorney designating one of the members, as per the Consortium Agreement,
as their Lead Member (Lead Member is a member who meets at least 50% of the
technical and financial qualification criteria on its own and holds at least 51% of the
subscribed and paid up capital in the Lessee company to be floated by the Consortium.
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41
A prescribed format for submitting the Consortium Agreement along with the key
clauses that should be contained in the Consortium Agreement is provided at Annexure
A3. The authorized representatives of the members shall duly sign the Power of
Attorney. The Power of Attorney shall be furnished on a non-judicial stamp paper of
INR 100/- duly attested by notary public. The bid submitted by a Consortium should
comply with the following additional requirements:
Number of members in a Consortium would be limited to 3 (three);
Wherever required, the bid should contain the information required
for each member of the Consortium;
The bid should include a description of the roles and
responsibilities of individual members;
An individual member applying as a single bidder cannot at the same
time be member of any Consortium applying for this Project. Further, a
member of a particular Consortium cannot be member of any other
Consortium applying for this Project. Any member of a Consortium who
submits or participates in more than one bid for this Project will stand
disqualified and will also lead to disqualification of the Consortium/
Consortia of which it is a member;
Members of the Consortium shall nominate one member as the Lead
Member. The nomination(s) shall be supported by a Power of Attorney as per
the format enclosed at Annexure A2 signed by all the members. The Lead
Member shall be required to meet the following criteria:
• Demonstrate at least 50% of Financial Criteria specified under Clause 5.3;
Other members of the Consortium shall commit to hold a minimum equity
stake equal to 10% of the subscribed and paid up capital in the Lessee company to
be floated by the Consortium.
2.3.2 The Consortium Agreement, so required to be submitted by members of the
Consortium for the purpose of submitting the bid shall, inter alia provide for the
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following:-
The aforesaid shareholding commitments would be recorded in the Lease
Deed and no changes thereof would be allowed except in accordance
with the provisions of the Lease Deed and this RFP. The Lease Deed shall
communicate the willingness of the Consortium to subsequently carry out all the
responsibilities as the Consortium in terms of the Lease Deed, in case the Project
is awarded to the Consortium;
Clearly commit the minimum equity stake of each member of the Consortium
as required under Clause 2.4 of this RFP;
Clearly state that members of the Consortium shall be liable jointly and
severally for the execution of the Project in accordance with the terms of the
Lease Deed and a statement to this effect shall be included in the Consortium
Agreement;
Except as provided under this RFP Document, there shall not be any
amendment to the Consortium Agreement without the prior written consent of the
WBHIDCO.
Should be accompanied by the Board Resolutions (of the Consortium,
giving authority/undertaking to enter into a Consortium Agreement with other
members for undertaking the Project and, if successful, to participate and
undertake the Project and in case of corporate members nominating and
authorising an authorised representative of the member to sign and enter into the
Consortium Agreement and execute Power of Attorneys for the Project.
2.3.3 A copy of the Consortium Agreement duly notarised, should be submitted with the Bid.
The Consortium Agreement entered into between the members of the Consortium
should be specific to this Project and should contain the above requirements failing
which the bid shall be rejected as non-responsive. The Consortium Agreement should
be governed by the laws, rules and regulations of India and should be subject to
jurisdiction of Indian Courts only. 2.3.5 The bid shall be signed by the duly authorized signatory of the Lead Member and
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shall be legally binding on all the members of the Consortium.
2.3.6 The bidder/ Consortium member should, in the last three (3) years, have neither failed
to perform on any contract, as evidenced by imposition of a penalty by an arbitral or
judicial authority or a judicial pronouncement or arbitration award against the
bidder/Consortium member, nor been expelled from any project or contract nor have had
any contract terminated for breach by such bidder/ Consortium member, which has not
been challenged by the bidder / Consortium member or if challenged, the same has not
been stayed by a competent court of law.
2.4 Minimum Equity Requirement 2.4.1 The Selected Bidder will be required to incorporate a company (‘SPV/ Lessee’),
which shall not undertake any other business during the Lease Period, to domicile the
Project prior to the start of implementation of the Project.
2.4.2 In case of single entity, the Selected Bidder shall legally and beneficially holds
100% equity in the Lessee till the signing of the Lease Deed, 51% uptil completion of the
Minimum Development Obligation and 26% uptil the completion of the Project. In
case of Consortium, members of the Consortium shall nominate one member as the lead
member (the “Lead Member”). The Selected Consortium shall legally and beneficially
holds 100% equity in the Lessee, with Lead Member equity holding not less than 51% till
the signing of the Lease Deed, 51% with minimum equity holding of the Lead Member
at 26%, uptil completion of the Minimum Development Obligation and 26%,
with minimum equity holding of the Lead Member at 10%, uptil the completion of
the Project.
2.4.3 Further dilution of the equity structure of the Lessee be subject to the prior approval
of the Lessor.
2.5 Change in Composition of the bidder
The Lead Member of the Consortium shall not have any right of exit from the
Project after submission of the bid subject to Clause 2.4. The non-lead members
of the Consortium may however be substituted upon prior approval of the Lessor/
WBHIDCO and upon being substituted, such non-lead member should be replaced by
an equivalent non-lead member.
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2.6 Bid Preparation Cost
The bidder shall be responsible for all costs associated with the preparation of its bid and
its participation in the bidding process, including but not limited to, site visits, field
investigations, data gathering, analysis, design etc. as also any discussions/negotiations.
WBHIDCO/Lessor will not be responsible nor in any way liable for such costs,
regardless of the conduct or outcome of the bidding process.
2.7 Contents of RFP
The RFP consists of two parts as listed below and would include any addenda and
corrigenda thereto, issued in accordance with Clause 2.9 of Volume I of the RFP.
Volume I: Instruction to Bidders and Bidding Formats
Volume II: Proforma Lease Deed 2.8 Clarifications
2.8.1 A prospective Bidder requiring any clarification on the RFP may notify the Advisors
or to WBHIDCO in writing. WBHIDCO or its Advisors will respond to any request for
clarification, within the stipulated time period as mentioned in clause 1.2. Any query or
clarification asked for after the stipulated time as mentioned in this clause shall not be
entertained by WBHIDCO/Lessor or its Advisors / Consultants.
2.8.2 Copies of WBHIDCO’s/Lessor’s response to the queries, without identifying the
source of the queries, if any will be uploaded on www.wbhidcoltd.com and can
be accessed by all the bidders including a description of the query.
2.9 Amendment of RFP 2.9.1 WBHIDCO/Lessor may modify the RFP by issuing appropriate addenda/ corrigenda
before Due Date and Time. 2.9.2 Any addenda/ corrigenda, thus issued shall be part of the RFP and shall be
uploaded on the www.wbhidcoltd.com. Bidders are required to take into account the
same before submission of Bid;
2.9.3 To give prospective bidders reasonable time in which to take any
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45
addendum and/or corrigendum into account in preparing their bids, WBHIDCO may,
at its sole discretion, extend the Due Date and Time by issuing appropriate
addenda/corrigenda.
2.10 Right to accept and to reject any or all bids
2.10.1 Notwithstanding anything contained in this RFP, the WBHIDCO/Lessor reserves
the right to accept or reject any bid and to annul the bidding process and reject all
bids at any time without any liability or any obligation for such acceptance, rejection
or annulment, and without assigning any reasons therefore.
2.10.2 A Reserve Price for the land over which the lease are proposed to be granted
shall be fixed by Lessor. Such Reserve Price will be fed in the e-Auction system
electronically during the e-Auction. In case the highest bid is below such Reserve Price,
such bid would be rejected by the system itself and the tender for the said township
will be cancelled without any further reference.
2.10.3 WBHIDCO reserves the right to reject any bid and appropriate the Bid Security if:
at any time, a material misrepresentation is made or uncovered, or
the bidder does not provide, within the time specified by the WBHIDCO/ Lessor, the supplemental information sought by the WBHIDCO/Lessor for evaluation of the bid.
Such misrepresentation/ improper response shall lead to the disqualification
of the bidder. If the bidder is a Consortium, then the entire Consortium shall be
disqualified/ rejected. If such disqualification / rejection occurs after the
completion of e-Auction and determination of the highest bidder and the highest
bidder gets disqualified / rejected, then the WBHIDCO reserves the right to:
(i) take any such measure as may be deemed fit in the sole discretion of the
WBHIDCO/Lessor, including annulment of the Bidding Process.
2.10.4 In case it is found during the evaluation or at any time before execution of
the Lease Deed or after its execution and during the period of subsistence thereof,
including the lease thereby granted, that one or more of the bid conditions have not
been met by the bidder or the bidder has made material misrepresentation or has
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46
given any materially incorrect or false information, or failure to meet any of the
Project Milestones (including failure to make payment of any installment of the
Financial Bids), the bidder shall be disqualified forthwith if not yet appointed as the
Lessee either by issue of the LOI or entering into of the Lease Deed, and if the bidder
has already been issued the LOI or has entered into the Lease Deed, as the case
may be, the same shall, notwithstanding anything to the contrary contained therein
or in this RFP, be liable to be terminated, by a communication in writing by the
UD to the bidder, without the UD being liable in any manner whatsoever to the
bidder or the SPV, as the case may be. In such an event, the WBHIDCO/ UD shall
forfeit and appropriate the entire amount of Bid Security and Performance
Security, as the case may be, as mutually agreed genuine pre- estimated
compensation and damages payable to the WBHIDCO/ UD for, inter alia, time,
cost and effort of the WBHIDCO/ UD, without prejudice to any other right or remedy
that may be available to the WBHIDCO/ UD.
2.10.5 WBHIDCO/Lessor reserves the right to verify all statements, information and
documents submitted by the bidder in response to the RFP. Failure of the
WBHIDCO/Lessor to undertake such verification shall not relieve the bidder of its
obligations or liabilities here under nor will it affect any rights of the
WBHIDCO/Lessor thereunder.
2.11 Site Visit and verification of information
2.11.1 Bidders are encouraged to submit their respective bids after visiting the Project site
and ascertaining for themselves the site conditions, existing structure, traffic, location,
surroundings, climate, availability of power, water and other utilities for construction,
access to site, handling and storage of materials, weather data, applicable laws and
regulations, and any other matter considered relevant by them.
2.11.2 It shall be deemed that by submitting a bid, the bidder
made a complete and careful examination of the bidding documents;
received all relevant information requested from the WBHIDCO/Lessor;
acknowledged and accepted the risk of inadequacy, error or mistake in
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47
the information provided in the bidding documents or furnished by or on
behalf of the WBHIDCO/Lessor relating to any of the matters referred to in
Clause 2.11.1 above;
satisfied itself about all matters, things and information including matters
referred to in Clause 2.11.1 hereinabove necessary and required for
submitting an informed bid, execution of the Project in accordance with the
bidding documents and performance of all of its obligations thereunder;
acknowledged and agreed that inadequacy, lack of completeness or
incorrectness of information provided in the bidding documents or ignorance of
any of the matters referred to in Clause 2.11.1 hereinabove shall not be a basis for
any claim for compensation, damages, extension of time for performance of its
obligations, loss of profits etc. from the WBHIDCO/ Lessor or a ground for
termination of the Lease Deed; and
agreed to be bound by the undertakings provided by it under and in terms hereof.
2.11.3 WBHIDCO/ UD shall not be liable for any omission, mistake or error on the part of the
bidder in respect of any of the above or on account of any matter or thing arising out
of or concerning or relating to the RFP, the bidding documents or the bidding process,
including any error or mistake therein or in any information or data given
by WBHIDCO/ UD.
2.12 Registration 2.12.1 All those who wish to participate in this e-Auction and who fulfill the
eligibility conditions as mentioned in this RFP shall have to register with MSTC’s
website www.mstcecommerce.com as a BUYER. Registration shall involve filling up an
online form and submission of necessary documents and registration fees with MSTC
Limited, Kolkata. All documents and fees pertaining to registration for this e-Auction
must be addressed to the Contact Person of MSTC as stated in clause 1.1.13. On receipt
of all documents and registration fees, the bidder’s registration shall be activated by
MSTC and only thereafter a bidder can log into the website. Bidders are requested to
note that only digitally signed bids shall be accepted in the e-Auction. Hence they
should equip themselves with Indian Digital Signature Certificates (DSC) before the date
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of e-Auction.
Foreign bidders will have to fill up the form for registration of bidder. Further the
following documents are to be submitted:
1. A non-refundable one time registration fee of $500 USD + 61.8 USD (taxes as
applicable).
2. Two passport size photographs of two of the authorized representatives of
the bidder (to enable issue of Registration Card).
3. Letter of introduction from the local Chamber of Commerce of the foreign
bidder’s country of incorporation to be forwarded to MSTC Ltd. through Indian
Consulate/Embassy of the country.
4. Details of the Bank Account of the foreign bidder and confirmation thereof by the
Bank along with solvency certificate. The solvency certificate should be sent by the
Bank directly to MSTC Ltd.
The concerned Bank should be duly registered as per the applicable laws of the country of its
origin. Participation in this e-auction is not possible without a valid registration.
2.12.2 Special provision for Foreign Bidders
If a foreign bidder is successful in the e-auction and declared to be the highest bidder, it
would have to incorporate a Special Purpose Vehicle (SPV) being a company registered
under the (Indian) Companies Act, 1956 or any subsequent re-enactment
thereof including the Companies Act, 2013. The land premium would be accepted
from the foreign bidder or such Special Purpose Vehicle (once incorporated). The lease
of the plot would be granted in favour of the SPV only. Notwithstanding the grant of
lease to the Special Purpose Vehicle, the foreign bidder shall at all material times be
jointly and severally liable along with the Special Purpose Vehicle for due performance
of all terms and conditions of the e-auction and subsequent lease. Laws regarding to
Foreign Direct Investment in India including those under the Foreign Exchange
Management Act, 1999 shall have to be complied with by such bidder. If EMD is
received from a bidder in US Dollars and is to be adjusted in terms hereof in case such
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bidder is successful, the actual amount received in INR account by WBHIDCO in INR on
such amount being transferred to it by MSTC Ltd.(net of all charges and taxes, if
any), shall be considered for the purpose of adjustment from the land premium
2.12.3 Use and protection of USER ID and Password and Digital Signature Certificate
The bidders are advised to keep their User ID and Password secret and not share these
with anyone to prevent misuse or abuse of the same. The bidders are also advised to
change their passwords regularly. MSTC/WBHIDCO/Lessor shall not be responsible for
any misuse/ abuse/ unauthorized use of the password of any bidder and no
representation in this regard from any bidder shall be entertained by MSTC/
WBHIDCO/Lessor. A bid recorded in this e-Auction against any password will be
deemed to have been submitted by the owner of the password only.
Bidders shall require Class II or Class III Digital Signature Certificate (DSC) to
participate in this e Auction. The bidder shall have to set the parameters of his
computers so that the DSC is operational. MSTC/ WBHIDCO / Le s s o r shall not be
responsible for any malfunctioning or non-functioning of any bidder’s computer either
on account of DSC or for any other reason. Bids submitted by a bidder after
signing with his/her DSC signifies non repudiation by the bidder. Thus, a bidder
after submitting a bid cannot disown it. A bidder shall be fully and solely responsible
for the bid recorded against his/her name to be identified by the set of User ID,
Password and DSC.
2.13 Bidding Methodology
2.13.1 On the day of e-Auction which will be held as per schedule given in Clause 1.2,
the bidder has to visit the e-auction website viz. www.mstcecommerce.com and click on
the link for WBHIDCO e-auctions. He/she has to login with his/her User Id and
Password. In the next page, the bidder has to click on the link “View Live e-auctions”
and click on the link with the e-auction number for this e-auction. The bidder shall be
required to sign his/her acceptance of e-auction terms & conditions with his/her DSC
and then only the bidder can have access to the bidding area.
2.13.2 The bidding for the plot shall be in INR Lakh and in multiples of Ten Lakhs. Thus to
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bid an amount of INR. 10 lakhs, a bidder needs to type 10 in the space provided for
bidding and click on the BID button. The bid has to be signed by the bidder with his/her
DSC.
2.13.3 CAUTION IN SUBMISSION OF THE BID: The Bidder shall be solely responsible for
all consequences arising out of the bid submitted by him/her (including any wrongful
bidding by him/her) and no complaint/representation will be entertained by
MSTC/WBHIDCO in this regard. Hence Bidders must be careful to check (the Bid
Amount/ No. of Zeroes/No. of Digits/Unit of measurement/etc.) rectify their bid (if
required) before submitting their bid into the live e-auction floor by clicking the
‘BID’ button. During Live Auction only brief Lot/Item details will be shown under Lot
Name on the Auction Floor where Bidders are required to bid. The complete Item
Details can be seen by the bidders by clicking on the respective Item hyperlinked under
Lot Name and it shall be the responsibility of the Bidders to see the Item Details before
bidding and no representation/ complaint in this regard will be entertained by
MSTC/WBHIDCO from the Bidders.
2.13.4 The word MSTC wherever appearing means the MSTC LIMITED, KOLKATA hereinafter
referred to as SERVICE PROVIDER.
2.13.5. This e-auction sale is governed by the GENERAL TERMS & CONDITIONS (GTC), BUYER
SPECIFIC TERMS & CONDITIONS (BSTC) and SPECIAL TERMS & CONDITIONS (STC)
of the e- auction. In case of any conflict or difference among any provisions of GTC, BSTC
& STC, the provisions of STC will supersede others in the particular e-auction.
2.13.6 The Special Terms & Conditions appearing on the day of e-auction under “View Live e-
auction” are final and which may be downloaded for guidance. The details of property and
STC displayed under ‘view forthcoming auctions’ on MSTC’s e-auction website are
tentative and subject to change at the sole discretion of MSTC/WBHIDCO before the start
of e-auction. Bidders should, therefore, download the details of property and STC
displayed only under “View Live e- auction” for their record purpose, if required, and bid
accordingly.
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2.13.7 E-auction opening time, closing time, inspection schedule and other dates and time
mentioned in the e-auction catalogue may be treated as Indian Standard Time (IST) only.
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SECTION-3: PREPARATION AND SUBMISSION OF TECHNICAL BIDS 3.1 Language of the Bid
The language of the bid and related documents and correspondences shall be in English
language. The bidder may submit supporting documents and printed literature in any
other language provided that they are accompanied by their respective translations in
the English language, duly authenticated and certified by the issuing authority or by the
Translation Departments of the High Courts/ Supreme Court of India/ any other
government department/ agency. Supporting materials, which are not translated into
English, may not be considered. For the purpose of interpretation and evaluation of the
bid, the English language translation shall prevail.
3.2 Format and Signing of the bid
The bidder shall provide all the information sought under this RFP. WBHIDCO will
evaluate only those bids that are received in the required formats and complete in all
respects. Incomplete and/ or conditional bids shall be liable to be rejected.
3.3 Submission of the Technical Bid
3.3.1 Document to be Submitted in Hard Copy form by the Bidder: The Bidder shall
be required to submit the following documents in hard copy in a sealed envelope
prior to Bid Due Date as mentioned in Clause 1.2 in the Tender Box kept for the purpose
of this RFP in Room No: 303 in 3rd Floor of HIDCO Bhavan, WBHIDCO on any
working days (between 11am to 5pm) on the address as mentioned under clause
1.3. The sealed envelope carrying the Original Document shall bear the name of the
Bidder and super scribe as “Technical Bid (Original) for International Competitive
Bidding for Samridhi Township at Kalyani, West Bengal”.
1. Covering letter clearly stating the validity period of the Bid in the prescribed format
Annexure A1
2. Power of Attorney for signing the Bid, as per the prescribed format Annexure A2
3. Consortium Agreement, as per the prescribed format in Annexure A3
4. Power of Attorney in favour of Lead Member, as per the prescribed format
Annexure A4
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5. Anti-Collusion Certificate, as per the prescribed format Annexure A5
6. Letter of Undertaking, as per the prescribed format Annexure A6
7. General Information of the Bidder as per the prescribed format Annexure B1
8. Project Concept Write-up & Area Statement as per Annexure C1
9. Project Implementation Plan as per Annexure C2
10. Checklist for submissions as per the prescribed format Annexure C3
11. Evidence of Bid Security payment through e-gateway
12. Copy of RFP (Volume I & II) duly signed by the Authorised signatory
13. Copy of Certificate of Incorporation;
14. Copy of PAN Card;
15. Financial Qualifications as per Annexure B2;
16. Audited Balance Sheets for 2014-2015; In case audited balance sheet of 2014-15 is not
available, then the bidder may submit the audited balance sheet of 2013-14.
17. Construction/ Development Experience as per format Annexure B3
Non submission of any of the above documents may be summarily rejected by the
Authority as non- responsive and the Bid of the Bidder stands null & void.
3.3.2 The qualified bidders will be allowed to participate in the e-Auction
3.3.3 The Technical Bid shall be labelled as ““Technical Bid (Original) for International
Competitive Bidding for Samridhi Township Project at Kalyani, West Bengal”.
3.3.4 The pages and volumes of each part of the bid shall be clearly numbered and
stamped and the contents of the bid shall be duly indexed.
3.3.5 All documents should also be submitted in bound form as aforesaid.
3.3.6 The bid shall be typed or printed. The bid shall be signed and each page of the bid
shall be initialed by a person or persons duly authorized to sign on behalf of the bid and
holding the Power of Attorney as per the format provided in Annexure A2 of this RFP.
3.3.7 Financial Bid will be determined only by the process of e-Auction. Financial Bid shall
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not be submitted by the bidders at this stage.
3.3.8 The bid shall contain no alterations or additions, except those to comply with
instructions issued by WBHIDCO/Lessor or as necessary to correct errors made by the
bidder, in which case such corrections shall be initialed by the person or persons signing
the bid.
3.3.9 Applications submitted by fax, telex, telegram or e-mail shall not be entertained and
shall be rejected.
3.4 Currency of the bids
The currency for the purpose of e-Auction shall be Indian National Rupee (INR).
3.5 Due Date
3.5.1 Hard copy of the Technical Bid as per the requirements stipulated in clause 3, must
be received not later than the time and date mentioned in the Schedule of Bidding
Process in the manner and form as detailed in the clause 1.2 of the RFP.
3.5.2 WBHIDCO/Lessor may, in exceptional circumstances and at its sole discretion, extend
the Due Date by issuing necessary addenda in accordance with clause 2.9
uniformly for all bidders.
3.6 Bid Validity and Extension
3.6.1 The bid shall remain valid for a period not less than 180 days from the Due Date.
WBHIDCO reserves the right to reject any bid, which does not meet the requirement.
3.6.2 In exceptional circumstances, prior to expiry of the original Bid Validity
Period, WBHIDCO may request the bidders to extend the period of validity for a specified
additional period. The request and the bidders’ responses shall be made in writing.
WBHIDCO reserves the right to reject the bid submitted by any bidder who fails, after
initially agreeing, to extend the period of validity of its bid in line with the provisions of
this clause. In the event, a bidder decides not to extend the validity of its bid, on the
request of the WBHIDCO, its bid shall be returned along with the Bid Security.
3.6.3 The Bid Validity Period of the Selected Bidder shall be automatically extended till
the date on which the Lease Deed is executed and is in force.
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3.7 Bid Security
3.7.1 All intending Bidders will have to deposit Earnest Money Deposit (EMD) for INR 1
crore (Indian Rupees One crore) only to participate in this e-Auction as below within
banking hours on or before the EMD Submission Date as mentioned in Clause 1.2 and
intimate contact person of MSTC before the Bid Due Date as mentioned in Clause 1.2.
Foreign Bidders will have to pay the Earnest Money of $ 160000.00 USD before 00
hrs GMT before the EMD Submission Date as mentioned in Clause 1.2 through
proper banking channels to the account of MSTC Limited.
3.7.2 Bank Transfer charges either way would be on the intending Bidder’s a/c.
3.7.3 Submission of PRE-BID EMD by Bidders should be in favour of MSTC LTD.,
KOLKATA, only through e-Payment gateway available at the BUYER’S login page
before the EMD Submission Date. PRE-BID EMD in form of DD/PO shall not be
accepted.
3.7.4 Only those registered buyers shall be activated/allowed to bid in this e-Auction who
has remitted UNCONDITIONAL Pre-Bid EMD and the amount has been credited within
the scheduled date and also fulfils the requirement of this bid document.
FOR INDIAN BIDDERS
Bank details towards PRE-BID EMD for payments through Indian Rupees only.
A/c of Bank name
Branch Name
A/c Name
A/c No A/c Type
RTGS No
MSTC Limited
Indus Ind Bank
SAVITRI TOWER, 3A UPPER WOOD STREET, KOLKATA- 700017
MSTC Limited
As generated by the System
Current Account
INDB0000015
FOR FOREIGN BIDDERS
Foreign bidders must make payments in US Dollars only
MSTC’s FOREIGN EXCHANGE BANK DETAILS (For USD Dollar payments only)
towards PRE BID EMD/SD &/OR SERVICE CHARGE are given below:-
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Bank of India, New York Branch (SWIFT BKID US33) for credit to RFC account at
Mumbai Overseas Branch with Cayman Island for ultimate credit to account No. 4048
2021 0000002 of MSTC Ltd. with Bank of India, Kolkata Overseas Branch
(SWIFT BKID IN BBCOS)
BANK TRANSFER CHARGES EITHER WAY WOULD BE ON INTENDING BUYER'S
A/C.
3.7.5 Bidders should take utmost care to ensure that the EMD and intimation are
made correctly. EMD deposited elsewhere in MSTC will not be considered for
participation in these e-Auctions.
3.7.6 No interest will be payable on the EMD
3.7.7 EMD of the unsuccessful bidders would be returned by M/s. MSTC Ltd. after
completion of the bidding process.
3.7.8 The EMD of the successful Bidder shall be automatically retained and shall be adjusted
towards first installment of land premium payable to the Lessor. In case the bid
is accepted and the bidder refuses / fails to make further payment towards the balance
land premium, the EMD shall be forfeited without prejudice to the rights of
WBHIDCO to claim such further damages in this regard without further reference to the
bidder.
3.7.9. Bidders should take utmost care to ensure that the EMD and intimation are made
correctly. EMD deposited elsewhere in MSTC will not be considered for participation in
this e-auction. No interest will be payable on the EMD. EMD of the unsuccessful bidders
would be returned by M/s MSTC Ltd after completion of the bidding process.
Note : 1 Net-banking Option : The amount will be credited in T+1 EOD basis, so the
buyer should remit the fund through Net banking 24 hours before the EMD
Submission Date mentioned in Clause 1.2. Fund transfer through Net banking is NEFT
transaction and the same will be credited in MSTC account the next very day
excluding Sunday/holiday as per RBI guidelines.
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Buyer has to inform the details such as amount transferred, date of transfer, buyer’s
bank name, UTR No., Auction No., Lot No., payment type such as Pre-bid EMD to the
official whose name is appearing in the Auction Catalogue on the same day of the date
of transaction. MSTC has no responsibility of delay in issue of activation in case
buyers failed to inform through mail.
Click Here For procedure of e-payment by RTGS/NEFT.
BANK TRANSFER CHARGES EITHER WAY WOULD BE ON INTENDING BUYER’S 3.7.10 In case the Bid is accepted and the Bidder refuses/fails to make further payment towards
the balance land premium, the EMD shall be forfeited without prejudice to the rights of
WBHIDCO to claim such further damages in this regard without further reference to the
Bidder
3.8. Forfeiture of EMD
3.8.1 The highest bidder shall be notified by e-mail about the acceptance of its bid against
this e-Auction. Hence, bidders are advised to keep their e-mail account active and
monitor the same carefully. In case of non-receipt of e-mail, the bidder may contact
MSTC.
3.8.2. In case the land premium consideration is not paid by the Successful Bidder, the offer
of allotment of the particular plot of land to the concerned Successful Bidder would
stand cancelled and the Earnest Money Deposit and subsequent payment made, if any,
by the Successful Bidder will automatically stand forfeited. In addition to such
forfeiture as stated above, the defaulting Bidder may not be allowed to take part in
any of the bids which may be held by WBHIDCO/ UD in future.
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SECTION-4: EVALUATION OF BIDS 4.1 Opening and Evaluation of Bids
4.1.1 The Technical Bids shall be evaluated for their responsiveness to RFP as per clause 4.5
of this RFP.
4.1.2 The Technical Bid will be opened as per the schedule mentioned in Clause 1.2 by
WBHIDCO or by its authorized representative.
4.1.3 All folders containing the Technical Bids shall be opened one at a time, and the
following recorded:
(a) the name of the bidder;
(b) the presence of a Bid Security, if required and
(c) any other required details as WBHIDCO/Lessor may consider appropriate. 4.1.4 Only Technical Bids recorded at bid opening shall be considered for evaluation.
4.1.5 During the evaluation of bids, the following definitions apply:
(a) "Deviation" is a departure from the requirements specified in the RFP;
(b) "Reservation" is the setting of limiting conditions or withholding from
complete acceptance of the requirements specified in the RFP; and
(c) "Omission" is the failure to submit part or all of the information or documentation
required in the RFP.
4.1.6 WBHIDCO/Lessor shall examine the Technical Bid to confirm that all documents and
technical documentation requested in the RFP document has been provided, and to
determine the completeness of each document submitted. If any of these documents or
information is missing, the bid may be rejected.
4.1.7 WBHIDCO/Lessor would subsequently examine responsiveness of the bids
in accordance with the criteria set out in clause 4.5.
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4.1.8 After the Bid Opening, information relating to the examination,
clarification and evaluation of bids and recommendations concerning the issue of LOI
shall not be disclosed.
4.2 Overview of Bidding Process
4.2.1 The bidders qualified/passed the first part of evaluation only will be eligible
for e- Auction which will be second and final part of evaluation.
4.2.2 The evaluation of Technical Bid and e-auction would lead to the selection of Selected
Bidder, in whose favour the Lease Deed Agreement would be executed.
4.3 Non-Discriminatory and Transparent Bidding Proceedings
Information relating to the examination, clarification, evaluation, and
recommendation for the bidders shall not be disclosed to any person who is not
officially concerned with the process or is not a retained professional advisor
advising WBHIDCO/Lessor in relation to, or matters arising out of, or concerning the
bidding process. WBHIDCO/Lessor will treat all information, submitted as part of
the bid, in confidence and will require all those who have access to such material to
treat the same in confidence. WBHIDCO/Lessor may not divulge any such information
unless it is directed to do so by any statutory entity that has the power under law
to require its disclosure or is to enforce or assert any right or privilege of the statutory
entity and/ or WBHIDCO/Lessor.
4.4 Not Used 4.5 Tests of Responsiveness
4.5.1 Prior to evaluation of bids, WBHIDCO/Lessor shall determine whether each bid is
responsive to the requirements of the RFP. A bid shall be considered responsive only if:
it is received as per the format given in RFP;
it is received by the Due Date including any extension thereof pursuant to clause 3;
it is submitted in the manner as stipulated in clause 3
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it is accompanied by proof of payment of Bid Security; it is accompanied by the Power(s) of Attorney as specified in this RFP, as the case may
be; it contains all the information (complete in all respects) as requested in this RFP (in
formats same as those specified); it does not contain any condition or qualification; and
it is not non-responsive in terms hereof.
4.5.2 WBHIDCO /Lessor reserves the right to reject any bid which is non-responsive and no
request for alteration, modification, substitution or withdrawal shall be entertained by
WBHIDCO in respect of such bid.
4.5.3 The bidders are requested not to submit any conditional bid. Any bid found to
be conditional shall be rejected summarily without any further scrutiny.
4.6 Proprietary Data
All documents and other information supplied by WBHIDCO/Lessor or submitted by a
Bidder to WBHIDCO shall remain or become the property of WBHIDCO/Lessor. The
Bidders are to treat all information as strictly confidential and shall not use it for any
purpose other than for preparation and submission of their Bids. WBHIDCO/Lessor will
not return any Bid or any information provided along therewith.
4.7 Contacts during Bid Evaluation Bids shall be deemed to be under consideration immediately after they are opened and
until such time WBHIDCO/Lessor makes official intimation of award/ rejection to the
bidders. While the bids are under consideration, bidders and/ or their representatives or
other interested parties are advised to refrain from contacting by any means,
WBHIDCO/Lessor and/ or their employees/ representatives/Advisors on matters related
to the bids under consideration.
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SECTION-5: CRITERIA FOR EVALUATOIN 5.1 Evaluation Parameters
The bidder’s competence and capability is proposed to be established by the
following parameters:
Technical Criteria; and
Financial Criteria. 5.2 Technical Criteria for purposes of evaluation
5.2.1 For demonstrating technical capacity and experience (The “Technical Capacity”),
the Applicant shall, over the past 10 (Ten) financial years preceding the Application
Due Date, have:
5.2.1.1 Paid for development of Eligible Project(s) in Category 1 and/ or Category 2 as specified
below; and/or
5.2.1.2 Collected and appropriated revenues from Eligible Project(s) in Category 1 and/ or
Category 2 as specified below;
Such that the sum total of the above is more than INR 160 crores (the Threshold Technical
Capacity)
Provided that at least one fourth of the Threshold Technical Capacity shall be from the
eligible projects in category 1 as specified in 5.2.2. below.
5.2.2 Subject to the provision of point 5.2.1 above, the following categories of experience
would qualify as Technical Capacity eligible experience (the “Eligible Experience”) in
relation to Eligible projects as stipulated in clause 5.2.3 below:
Category 1: Project Development/ Construction Experience on Eligible Projects in Real
Estate Sector
Category 2: Project Development/ Construction Experience in Eligible Projects in Core
Sector For the purpose of qualification:
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1. Real Estate Sector would be deemed to include
Integrated/Standalone Township, Commercial Complex, Residential
Complex, Institutional Building, Industrial Parks and Logistic Park; and
2. Core Sector would be deemed to include Highway, Power, Telecom, Ports,
Airports, Railway, Metro Rail, Pipeline, Irrigation, Water Supply and
Sewerage.
5.2.3 Eligible Experience in respect of each category shall be measured only for Eligible
Projects
5.2.4 For a project to qualify as an Eligible Project:
5.2.4.1 the entity claiming experience should have held, in the company owning the Eligible
Project, a minimum of 26% (twenty six per cent) equity during the entire year for which
Eligible Experience is being claimed;
5.2.4.2 the capital cost of the project should be more than INR 40 crores.
5.2.4.3 the entity claiming experience shall, during the last 10 (ten) financial years preceding the
Application Due Date, have (i) paid for development/construction of the
project (excluding the cost of land), and/ or (ii) collected and appropriated the revenues
from users.
5.2.4.4 The Applicant shall quote experience in respect of a particular Eligible Project under any
one category only, even though the Applicant (either individually or along with a
member of the Consortium) may have played multiple roles in the cited project. Double
counting for a particular Eligible Project shall not be permitted in any form.
5.2.4.5 Experience for any activity relating to an Eligible Project shall not be claimed by two or
more Members of the Consortium. In other words, no double counting by a
Consortium in respect of the same experience shall be permitted in any manner
whatsoever.
5.3 Financial Criteria for the purpose of evaluation 5.3.1 The bidder should have minimum Net Worth of INR 30,00,00,000/- (Indian Rupees
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Thirty Crores only ) as per the last audited annual accounts (FY 2014-2015 or in case
audited reports are not available, FY 2013-2014).
5.3.2 The financial year shall mean year starting 1st April to 31st March. In case
of a Consortium, the combined technical capability and net worth of all the members
(subject to maximum three), should satisfy the above conditions of eligibility and the
Lead Member should meet 50% of Technical & Financial Criteria mentioned in clause
5.2.1 and clause 5.3.1 respectively.
5.3.3 The bidder shall have to submit audited balance sheets pertaining to the period for
which Networth is being claimed.. In computing the Technical and Financial Capacity of the Bidder the Capacity of their
Associates would be eligible provided however that the Bidder shall provide Board
Resolution (as per format provided in Annexure XII) and Letter of undertaking
(Annexure XIII) in respect thereof, from such Associate.
5.4. Evaluation of Bids
5.4.1 Evaluation of Technical Bids
The Technical Bids of bidder shall be evaluated by the Bid Evaluation Committee from
the following aspects:
Prior to the detailed evaluation of the bid, the Bid Evaluation Committee
shall determine whether each bid: a) has complied with the requirement of Bid
Security of requisite amount and in appropriate manner, b) is substantially
responsive to the requirements of the RFP.
Meets/conforms to all terms, conditions and stipulations of the RFP including the
Minimum Eligibility Criteria, without any material deviation.
The bid is accompanied by the required annual reports, documents,
audited statements, experience certificates as stipulated in the RFP documents
including all forms as annexed.
WBHIDCO//Lessor shall evaluate the Technical Bid to determine whether
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technical aspects are in accordance with the requirements set forth in the RFP
documents. WBHIDCO/ /Lessor shall examine the following:
o Overall conformity and compliance with the requirement of the Bid
o Concept Plan, Implementation schedule, Area statement are
furnished appropriately as stipulated in Annexure C1 and comply to
Applicable Guidelines and Standards in the manner as stipulated.
o Implementation Plan which should demonstrate that the bidder
shall achieve the performance standards, Minimum Development
Obligation and milestones within the time frame.
If the bidder fulfils all the requirements of the Technical Bid, the bid shall be deemed as
qualified. The bidders who meet all the requirements of the Technical Bid shall be treated
equally and all the qualified bidders shall be at par while considering their Financial Bid.
Non submission of the specified documents including formats may result in bid being
treated as non responsive.
5.4.2. Declaration of the Qualified Bidder
Upon conclusion of the evaluation of the Technical Bids of all the bidders, the name of
the bidders, whose technical bids are found to be responsive, shall be declared as
Qualified Bidder and the names of the qualified bidders shall be
uploaded on www.wbhidcoltd.com or www.mstcindia.co.in 5.5. Selection of the Selected Bidder
i. On the day of e-Auction which will be held on date as mentioned under clause 1.2 from
11.30 AM onwards, the bidder has to visit the e-Auction website viz.
www.mstcindia.co.in and click on the link for WBHIDCO e-Auctions. It has to login
withts User Id and Password. In the next page, the bidder has to click on the l ink
“View Live e-auctions” and click on the link with the e-Auction number for this e-
Auction.
ii. The bidder shall be required to record its acceptance of e-Auction terms &
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conditions with its DSC and then only the bidder can have access to the bidding area.
iii. There will be a “Starting Price” for e-bidding for the Project, which will be notified on
or before the e-auction date & time. Starting Price will be mentioned in the e-Auction
floor for the entire plot in INR Lakh. Bidder have to bid above the Starting Price.
iv. The bidding for the plot shall be in INR Lakh and in multiples of Ten Lakhs. Thus to
bid an amount of INR 10 lakhs, a bidder needs to type 10 in the space provided for
bidding and click on the BID button.
v. The bid has to be signed by the bidder with its DSC.
vi. The bidder shall be solely responsible for all consequences arising out of the
bid submitted by him/her (including any wrongful bidding by him/her) and no
complaint/representation will be entertained by WBHIDCO /MSTC/Lessor in this regard.
Hence bidders must be careful to check (the Bid Amount/ No. of Zeroes/No. of
Digits/Unit of measurement/etc.) rectify their bid (if required) before submitting their bid
into the live e- auction floor by clicking the ‘BID’ button.
The bidder quoting the final bid shall be declared as the Selected Bidder (the “Selected
Bidder”) and the final price quoted by him shall be declared as the Highest Financial Bid,
provided that the Financial Bid is not below the Reserve Price.
5.6 Submission of Performance Security
a. For securing the due and punctual performance of its obligations relating to the
Project as per the terms and conditions of this RFP, the Preferred Bidder/ Lessee shall,
within 45 days of the date of issue of the LOI, deliver to WBHIDCO an unconditional
and irrevocable bank guarantee, issued by a nationalized bank or a scheduled bank in
India having a net worth of at least Rs 1000 crores, for a sum equivalent to 10%
of the Financial Bid quoted by the Preferred Bidder and accepted in favour of the
WBHIDCO from a Scheduled Bank and payable and enforceable at Kolkata, in the
format specified in the RFP document (the “Performance Security“). The Performance
Security shall be maintained by the Preferred Bidder/ Lessee for such time period as
set forth in Draft Lease Agreement.
b. Failure of the Preferred Bidder to comply with the requirement of clause 5.5 shall
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entitle the Authority/Lessor to cancel the LOI and forfeit the B id Security of the
Preferred Bidder.
5.7 Validity of Bid:
All bids shall remain valid for 180 days from the date of closing of e-auction,
excluding the date of closing. In case the 180th day falls on a holiday or remains closed
for MSTC, such bids will be deemed to be automatically extended to be valid upto the
next working day of MSTC.
5.8 Force Majeure:
WBHIDCO/ Lessor shall not be liable for any failure or delay in performance due to any
cause beyond their control including fires, floods, strikes, go-slow, lock-out, closure,
dispute with staff, dislocation of normal working conditions, War, riots, epidemics,
political upheavals, Governments actions, civil commotion, breakdown of machinery,
shortage of labour, Acts, demand or otherwise or any other cause or condition
beyond the control of aforesaid causes or not and the existence of such cause or
consequence may operate at the sole discretion of WBHIDCO Ltd./ Lessor to
extend the time of performance on the part of WBHIDCO/ Lessor by such period as
may be necessary to enable WBHIDCO/ Lessor to effect performance after the cause of
delays will have ceased to exist. The provisions aforesaid shall not be limited or
abrogated by any other terms of the contract whether printed or written.
5.9 Dispute resolution
The entire bidding process shall be governed by, and construed in accordance with, the laws of India and Courts at Kolkata shall have exclusive jurisdiction over all disputes arising under, pursuant to and/ or in connection with the bidding process, the subsequent lease and the entire transaction, to the exclusion of all other courts in the world.
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SECTION-6: CORRUPT OR FRAUDULENT PRACTICES 6.1 The bidders and their respective officers, employees, agents and advisers shall
observe the highest standard of ethics during the Bidding Process and subsequent to the
issue of the LOI and during the subsistence of the Lease Deed. Notwithstanding
anything to the contrary contained herein, or in the LOI or the Lease Deed. WBHIDCO/
UD shall reject a bid, withdraw the LOI, or terminate the Lease Deed/ Development
Agreement, as the case may be, without being liable in any manner whatsoever to the
Selected Bidder or SPV, as the case may be, if it determines that the Selected Bidder or
SPV, as the case may be, has, directly or indirectly or through an agent, engaged in
corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive
practice in the Bidding Process. In such an event, WBHIDCO/ UD shall forfeit and
appropriate the Bid Security, as the case may be, as mutually agreed genuine pre-
estimated compensation and damages payable to WBHIDCO/ UD towards, inter alia,
time, cost and effort of WBHIDCO/ UD, without prejudice to any other right or remedy
that may be available to WBHIDCO/ UD hereunder or otherwise.
6.2 Without prejudice to the rights of WBHIDCO/ UD under clause 6.1 hereinabove and
the rights and remedies which WBHIDCO/ UD may have under the LOI or the Lease
Deed, if a bidder or SPV, as the case may be, is found by WBHIDCO/ UD to have
directly or indirectly or through an agent, engaged or indulged in any corrupt practice,
fraudulent practice, coercive practice, undesirable practice or restrictive practice during
the Bidding Process, or after the issue of the LOI or the execution of the Lease Deed, such
bidder or SPV shall not be eligible to participate in any tender or RFP issued by
WBHIDCO/ UD during a period of 2 (two) years from the date such bidder or SPV, as
the case may be, is found by WBHIDCO/ UD to have directly or indirectly or through an
agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive
practice, undesirable practice or restrictive practices, as the case may be.
6.3 For the purposes of this Clause 6, the following terms shall have the meaning
hereinafter respectively assigned to them:
(a) “corrupt practice” means (i) the offering, giving, receiving, or soliciting, directly
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or indirectly, of anything of value to influence the actions of any person
connected with the Bidding Process (for avoidance of doubt, offering of
employment to or employing or engaging in any manner whatsoever, directly or
indirectly, any official of WBHIDCO/ UD who is or has been associated in any
manner, directly or indirectly with the Bidding Process or the LOI or has dealt
with matters concerning the Lease Deed/ Development Agreement or arising
there from, before or after the execution thereof, at any time prior to the expiry of
one (1) year from the date such official resigns or retires from or otherwise
ceases to be in the service of WBHIDCO/ UD, shall be deemed to constitute
influencing the actions of a person connected with the Bidding Process); or (ii)
engaging in any manner whatsoever, whether during the Bidding Process or after
the issue of the LOI or after the execution of the Lease Deed(s), as the case may
be, any person in respect of any matter relating to the Project or the LOI or the
Lease Deed Agreement, who at any time has been or is a legal, financial or
technical adviser of WBHIDCO/ UD in relation to any matter concerning the
Project;
(b) “fraudulent practice” means a misrepresentation or omission of facts
or suppression of facts or disclosure of incomplete facts, in order to influence the
Bidding Process;
(c) “coercive practice” means impairing or harming, or threatening to impair
or harm, directly or indirectly, any person or property to influence any person’s
participation or action in the Bidding Process;
(d) “undesirable practice” means (i) establishing contact with any person
connected with or employed or engaged by WBHIDCO/ UD with the
objective of canvassing, lobbying or in any manner influencing or attempting to
influence the Bidding Process; or (ii) having a Conflict of Interest; and
(e) “restrictive practice” means forming a cartel or arriving at any understanding or
arrangement among bidders with the objective of restricting or manipulating
a full and fair competition in the Bidding Process.
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SECTION-7: PRE-BID MEETING 7.1 A pre-bid meeting shall be held at Kolkata at the details given below.
Date: Refer Clause 1.2
Time: Refer Clause 1.2
Location: Refer Clause 1.2
7.2 The purpose of the pre-bid meeting will be to clarify queries of the bidders related
to the Project and RFP, if any.
The bidder is advised, as far as possible, to submit the queries through e-mail to d.datta@wbhidco.in and the same should reach WBHIDCO as per schedule given in Cluase 1.2. Clarifications to the queries shall be posted in the WBHIDCO website and will subsequently form an addendum to this RFP.
7.3 During the course of pre-bid meeting, the bidders will be free to seek clarifications and
make suggestions for consideration of WBHIDCO. WBHIDCO shall endeavour to provide clarifications and such further information as it may, in its sole discretion, consider appropriate for facilitating a fair, transparent and competitive Bidding Process.
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SECTION-8: MISCELLANEOUS 8.1 The Bidding Process shall be governed by, and construed in accordance with, the
laws of India and the Courts at Kolkata shall have exclusive jurisdiction over all disputes
arising under, pursuant to and/ or in connection with the Bidding Process in
exclusion of any other jurisdiction specified under the any other Act(s), Rule(s) and
notification(s).
8.2 WBHIDCO/Lessor, in its sole discretion and without incurring any obligation or liability,
reserves the right, at any time, to;
(a) suspend and/ or cancel the Bidding Process and/ or amend and/ or
supplement the Bidding Process or modify the dates or other terms and
conditions relating thereto;
(b) consult with any Bidder in order to receive clarification or further
information;
(c) retain any information and/ or evidence submitted to WBHIDCO by, on behalf
of, and/ or in relation to any bidder; and/ or
(d) independently verify, disqualify, reject and/ or accept any and all submissions
or other information and/ or evidence submitted by or on behalf of any bid.
8.3 It shall be deemed that by submitting the bid, the bidder agrees and releases
WBHIDCO/Lessor, its employees, agents and advisers, irrevocably, unconditionally,
fully and finally from any and all liability for claims, losses, damages, costs, expenses
or liabilities in any way related to or arising from the exercise of any rights and/
or performance of any obligations hereunder, pursuant hereto and/ or in connection
herewith and waives any and all rights and/ or claims it may have in this respect,
whether actual or contingent, whether present or future.
8.4 No right to accrue No right shall accrue in favour of the Selected Bidder, till execution of Lease Deed is
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made in favour of such bidder after Land Premium, is received and the bidder is otherwise not in breach of any of the terms and conditions herein contained.
Annexure A1
Format for
COVERING LETTER Date:
To, The Joint Managing Director (Admin) West Bengal Housing and Infrastructure Development Corporation Limited (WBHIDCO) Kolkata West Bengal
Re: RFP for International Competitive Bidding for Samridhi Theme Township Project at Kalyani, West Bengal
Dear Sir,
We are submitting this bid on our own. (or)
We are submitting this bid as the Lead Member of a Consortium consisting of the following members, for and on behalf of the Consortium
S. No. Names of Consortium Members Address
1. ………………………………….…. (Lead Member)
2. ……………………………………..
(Member)
3. …………………………………….. (Member)
As a Lead Member, we understand the obligations of the Lessee to implement the Project. We are enclosing Consortium Agreement signed by all the members of the Consortium, nominating and authorizing us to act as ‘Lead Member’ for implementing the Project.
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72
1. Having visited the site and examined the RFP Documents, for the execution of the
Agreement for the captioned project, we the undersigned offer to Design, Construct,
Develop, Finance, Operate and Maintain the whole of the said Project in conformity with
the RFP. 2. This bid and your written acceptance of it shall form part of the Lease Deed to be
signed between the Lessee and Lessor. If selected as Lessee, we understand that it is on
the basis of the technical, financial and organizational capabilities and experience of
the bidder taken together. We understand that the basis for our qualification will
be the complete bid documents submitted along with this letter, and that any
circumstance affecting our continued eligibility as per RFP, or any circumstance which
would lead or have lead to our disqualification, shall result in our disqualification
under this Bidding Process.
3. We agree that
if we fail to offer/ provide required facilities to WBHIDCO or its’
Authorised Representative for carrying out the inspection of works, operations
and performance or
if we fail to meet the Minimum Development Obligations and/or
technical specifications and/or the performance standards according to the
conditions/ stipulations of the RFP/Lease Deed Agreement,
WBHIDCO and/or Lessor or its’ representative shall be at liberty to take action in accordance with the Lease Deed and/or RFP.
4. We undertake, if our bid is accepted, to complete the Project, commence operations
and manage as per the RFP. 5. We agree to abide by this bid for a period of 180 days from the Due Date fixed
for receiving the same and it shall remain binding upon us and may be accepted at any
time before the expiry of that period. 6. We declare that we/ any member of our Consortium (delete as applicable) are/ is not
a member of a/ any other consortium submitting a bid for the Project.
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73
7. We undertake that in case due to any change in facts or circumstances during the bidding
process, we are attracted by the provisions of disqualification in terms of the provisions
of this RFP, we shall intimate WBHIDCO and Lessor of the same immediately.
8. In the event of our bid being accepted, we agree to enter into a formal Lease Deed
with the Lessor incorporating the conditions of the bid including the draft Lease
Deed hereto annexed and written acceptance thereof. 9. We acknowledge that I/ We qualified on the basis of Technical Capacity and Financial
Capacity required as per the RFP.
10. We hereby irrevocably waive any right which we may have at any stage at law
or howsoever otherwise arising to challenge or question any decision taken by
WBHIDCO/Lessor in connection with the selection of the bidder, or in connection with
the selection/ Bidding Process itself, in respect of the above mentioned Project
and the terms and implementation thereof. 11. We offer a Bid Security of INR. /- (Indian Rupees only)
in accordance with the RFP.
12. We agree that if we fail to fulfill any of the conditions mentioned in the RFP
Document, WBHIDCO/Lessor has the right to forfeit the Bid Security being furnished by
us along with this bid. 13. We understand that WBHIDCO /Lessor is not bound to accept any or all bids it may receive.
14. We agree that, if we are selected, the Lease Deed shall be executed with the SPV to
be formed after full payment of Land Premium to WBHIDCO/Lessor. 15. We declare that we have disclosed all material information, facts and
circumstances, which would be relevant to and have a bearing on the evaluation of our
bid and selection as Lessee. 16. We agree and undertake to abide by all the terms and conditions of the RFP.
17. We declare that in the event that WBHIDCO/Lessor discovers anything contrary to
our above declarations, it is empowered to forthwith disqualify us and our bid from
further participation in the bid evaluation process and forfeit our Bid Security.
18. We certify that in terms of the RFP, our Net Worth is INR /- (Indian Rupees
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
74
only) as on .
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
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Dated this day of 2015
(Signature)
(Name of the person)
(In the capacity of)
Company Seal
(Name of the bidder)
Duly authorized to sign the bid for and on behalf of (Fill in block capitals)
Witness
Signature
Name
Address
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
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Annexure A2
Format For
POWER OF ATTORNEY FOR THE BID SIGNATORY (SINGLE BIDDER)
{On non-judicial stamp paper of INR 100/- duly attested by notary
public} KNOW ALL MEN by these presents that we, [name of the Entity],
having its Registered Office at …………...[Address of the Entity] (hereinafter referred to as
Company/ Firm):
WHEREAS in response to the Request for Proposal (RFP) for Development of p, West Bengal
(“Project”), the Company is submitting bid for the Design, Construction, Development,
Finance, Operation and Maintenance of the Project of the West Bengal Housing Infrastructure
Development Corporation Limited (WBHIDCO), and is desirous of appointing an Attorney for
the purpose thereof.
WHEREAS the Company/ Firm deems it expedient to appoint Mr. son of
resident of , holding the post of as the Attorney of the Company/ Firm.
NOW KNOW ALL MEN BY THESE PRESENTS, that we, [name of the company]
do hereby nominate, constitute and appoint……. [name & designation of the person]………as
our true and lawful Attorney so long as he is in the employment of the Company to do and
execute all or any of the following acts, deeds and things for the Company in its name and on its
behalf, that is to say:
To act as the Company’s official representative for submitting the bid comprising Technical Bid
and Financial Bid for the said Project and other relevant documents in connection therewith;
To sign all the necessary documents, papers, testimonials, applications, representations and
correspondence necessary and proper for the purpose aforesaid;
To submit Bid Documents, receive and make inquiries, make the necessary corrections and
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
77
clarifications to the bid and other documents, as may be necessary;
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
78
To do all such acts, deeds and things in the name and on behalf of the Company as necessary for the purpose aforesaid.
To be signed with common seal in conformity
with the constitution of the Entity
) ) )----------------------------------------------- ) [name & designation of the person] ) ) )----------------------------------------------- ) [name & designation of the person] )
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Annexure A3
FORMAT FOR CONSORTIUM AGREEMENT
(Applicable in case bid submitted in Consortium)
{On non-judicial stamp paper of INR 100/- duly attested by notary public}
THIS AGREEMENT is executed at on this day of 2015 at
between (name of the Entity) and having its registered Office
at (hereinafter referred to as “the Party of the First Part”) and
(name of the Entity) having its registered office at (hereinafter referred to as
“the Party of the Second Part”) and (name of the Entity) and having its registered
Office at (hereinafter referred to as “the Party of the Third Part”).
WHEREAS
All the Parties of the First, Second and Third Part are entitled to enter into joint venture/
partnership with any person or persons including a company for carrying on the business
authorised by their respective Memorandum of Association.
I. The Parties hereto propose to participate as a Consortium for the bid based on the Request
for Proposal (RFP) from WBHIDCO for the Project of development of Uttam Township
Project at Ka lyan i , West Bengal (“the Bid”) by pooling together their resources and
expertise.
II. If the Parties hereto succeed in the Bid, they propose to undertake, Design, Construction,
Development, Finance, Operation and Maintenance of the proposed Samridhi Township at
Kalyani (“the Project”).
III. The Parties hereto are desirous of recording the broad terms of their understanding as set out
here below:
IT IS HEREBY AS MUTUAL UNDERSTANDING OF THE PARTIES AGREED AND
DECLARED AS FOLLOWS:
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80
1. That the Parties will incorporate a company under the Companies Act, 2013 (‘SPV’) with
the shareholding commitments expressly stated to domicile the Project, prior to the start
of implementation of the Project. The said SPV shall not undertake any other business
during the Lease Period.
2. That the aggregate equity share holding of the Parties shall be as follows:
The Selected Consortium shall legally and beneficially holds 100% equity in the Lessee,
with Lead Member equity holding not less than 51% till the signing of the Lease Deed,
51% with minimum equity holding of the Lead Member at 26%, uptil completion of the
Minimum Development Obligation and 26%, with minimum equity holding of the Lead
Member at 10%, uptil the completion of the Project
3. That M/s who is the Lead Member of the Consortium, along with its
Associates, commits to hold a minimum equity stake equal to 51% of the aggregate
shareholding of the Consortium and shall hold minimum equity stake as mentioned
under clause 2 uptil the completion of the Project.
4. That each of M/s , and M/s_ , who are not Lead Members of the
Consortium, along with their respective Associates, commit to hold a minimum equity
stake equal to 10% of the aggregate shareholding of the SPV and shall hold minimum
equity stake as mentioned under clause 2 uptil the completion of the Project.
5. That any dilution in the equity holding by the Parties in the Consortium shall be as per
the provisions of the Lease Deed/ Development Agreement.
6. That the shareholding commitments shall be recorded in the Lease Deed and no changes
shall be allowed thereof, except in accordance with the provisions of the Lease Deed and
the Request for Proposal.
7. That the Parties shall carry out all responsibilities as Lessee and / or Selected Bidder as
the case may in terms of the Lease Deed.
8. That the roles and the responsibilities of each Party at each stage of the bidding shall be
as follows:
Sl. No. Name of the Party Broad Roles & Responsibilities
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81
1
2
3
9. That the minimum stake holding of each Party (in percentage term) in the Consortium
shall be as follows:
Sl. No. Name of the Party % of stake of the Consortium
1
2
3
10. That the Parties shall be jointly and severally liable for the execution of the Project in
accordance with the terms of the Lease Deed.
11. That the Parties affirm that they shall implement the Project in good faith and shall take
all necessary steps to see the Project through expeditiously. They shall not negotiate with
any other party for this Project.
12. That this Agreement shall be governed in accordance with the laws of India and courts in
Kolkata shall have exclusive jurisdiction to adjudicate disputes arising from the terms
herein.
13. Nothing in this Agreement shall be construed to prevent or disable any Party hereto to
carry on any business on their own in terms of their respective Memorandum of
Association.
In witness whereof the Parties affirm that the information provided is accurate and true and
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82
have caused this Agreement to be duly executed on the date and year above mentioned.
…………………. ……………….. ………………….
(Party of the First Part) (Party of the Second Part) (Party of the Third Part)
Witnesses:
1.
2.
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Annexure A4
POWER OF ATTORNEY FOR THE LEAD MEMBER OF THE CONSORTIUM
( Applicable in case bid is submitted in Consortium)
{On non-judicial stamp paper of INR 100/- duly attested by Notary Public}
Whereas West Bengal Housing Infrastructure Development Corporation Limited has invited
bids for Development of Samridhi Township at, West Bengal (“the Project”).
Whereas, _, and (collectively the “Consortium”)
being members of the Consortium are interested in bidding for the Project in accordance with the
terms and conditions of the Request for Proposal and other connected documents in respect
of the Project, and
Whereas, it is necessary for the members of the Consortium to designate one of them as the Lead
Member with all necessary power and authority to do for and on behalf of the Consortium, all
acts, deeds and things as may be necessary in connection with the Consortium’s bid for the
Project and its execution.
NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS
We, having our registered office at _, M/s. , having our
registered office at , and M/s. , having our registered office at
, [the respective names and addresses of the registered office] (hereinafter
collectively referred to as the “Principals”) do hereby irrevocably designate, nominate,
constitute, appoint and authorize M/s , having its registered office at
, (acting through Mr. _, its , jointly or severally), being
one of the Members of the Consortium, as the Lead Member and true and lawful attorney of the
Consortium (hereinafter referred to as the “Attorney”) and hereby irrevocably authorize the
Attorney (with power to sub-delegate) to conduct all business for and on behalf of the
Consortium and any one of us during the bidding process and, in the event the Consortium is
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84
granted the Lease, during the execution of the Project, and in this regard, to do on our behalf and
on behalf of the Consortium, all or any of such acts, deeds or things as are necessary or required
or incidental to the submission of its bid for the Project, including but not limited to signing and
submission of all applications, bids and other documents and writings, participate in bidders’
and other conferences, respond to queries, submit information/ documents, sign and execute
contracts and undertakings consequent to acceptance of the bid of the Consortium and generally
to represent the Consortium in all its dealings with the Authority, and/ or any other Government
Agency or any person, in all matters in connection with or relating to or arising out of the
Consortium’s bid for the Project and/ or upon award thereof till the Lease Deed Agreement is
entered into with UD.
AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and
things lawfully done or caused to be done by our said Attorney pursuant to and in exercise of
the powers conferred by this Power of Attorney and that all acts, deeds and things done by our
said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to
have been done by us/ Consortium.
IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS
POWER OF ATTORNEY ON THIS DAY OF 2015.
For
(Name & Title)
For
(Name & Title)
For
(Name & Title)
Witnesses:
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
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1.
2.
(Executants)
(To be executed by all the Members of the Consortium)
Notes: The mode of execution of the Power of Attorney should be in accordance with the procedure, if any,
laid down by the applicable law and the charter documents of the executant(s) and when it is so
required, the same should be under common seal affixed in accordance with the required procedure.
Also, wherever required, the bidder should submit for verification the extract of the charter
documents and documents such as a resolution/ power of attorney in favour of the person
executing this Power of Attorney for the delegation of power hereunder on behalf of the Applicant.
Power of Attorney should be executed upon payment of stamp duty of appropriate value as
applicable in the State, where Power of Attorney has been executed.
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Annexure A5
ANTI-COLLUSION CERTIFICATE 1. We certify that this bid is made in good faith, and that we have not fixed or adjusted the
amount of the bid by or under or in accordance with any agreement or arrangement with
any other person. We also certify that we have not, and we undertake that we will not,
before the award of any contract for the work.
a. Communicate to any person (outside this consortium, its professional and
financial advisers, proposed financing banks and their professional and financial
advisers) other than Authority or person duly authorized by it in that
behalf, the amount or approximate amount of the bid or proposed bid, except
where the disclosure, in confidence, of the approximate amount of the bid was
necessary to obtain insurance premium quotations required for the preparation of
the bid.
b. Enter into any agreement or arrangement with any person (outside this
Consortium) that they shall refrain from bidding, that they shall withdraw any
bid once offered or vary the amount of any bid to be submitted;
2. Pay, give or offer to pay or give any sum of money or other valuable consideration
directly or indirectly to any person (outside this Consortium) for doing or having done or
causing or having caused to be done in relation to any other bid or proposed bid for the
work, any act or thing of the sort described at (a) or (b) above.
3. We further certify that the principles described in paragraphs 1(a) and (b) above have
been, or will be, brought to the attention of all sub-contractors, suppliers and associated
companies providing services or materials connected with the bid and any contract
entered into with such sub-contractors, suppliers or associated companies will be on the
basis of compliance with the above principals by all parties.
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In this certificate, the word "person" includes any persons and any body or association, corporate
or unincorporated; "any agreement or arrangement" includes any transaction, formal or informal
and whether legally binding or not; and "the work" means the work in relation to which the bid
is made.
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Annexure A6
Format for
LETTER OF UNDERTAKING
[On the Letterhead of the Bidder (in case of Single Bidder) or Lead Member (in case of a Consortium)]
Date:
To,
The Joint Managing Director (Admin)
West Bengal Housing & Infrastructure Development Corporation Limited
West Bengal
Re: Development of a Samridhi Township at Kalyani
Sir,
We confirm that we are not barred by Government of West Bengal (GoWB), any other State
Government in India (SG) or Government of India (GoI), or any of the agencies of
GoI/SG/GoWB from participating in any category of infrastructure projects (Construction, PPP
or otherwise) as on ………………………….(Bid Due Date).
Yours faithfull
(Signature of Authorised Signatory)
(Name, Title, Address, Date)
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Annexure B1
FORMAT FOR GENERAL INFORMATION
S. No Particulars Details
1. Basic Information of bidder
a) Name of bidder
b) Status in the Project Single Bidder/ Lead Consortium Member /
Other Consortium Member
(Strike out whichever is not
applicable)
c) Address of the corporate headquarters and its branch office(s)
d) Date of incorporation and / or commencement of
business
e) Ownership of the bidder (List of stakeholders / members who own 10% or
more stocks & their interest in the bidder
1. 2.
3.
f) List of current directors
2. Brief description of the bidder including details of its main lines of business.
3. Details of individual (s) who will serve as the point
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of contact/communication of the bidder:
(a) Name
(b) Designation
(c) Address
(d) Telephone Number
(e) E-Mail Address
(f) Fax Number Note: In case of a Consortium, the information above (1-4) should be provided for all the members of
the consortium in separate sheets.
SIGNATURE
NAME
DESIGNATION COMPANY SEAL COMPANY
DATE
Dated--------------day of-----------------2015
Name of the Bidder
Signature of the Designated Person
Name of the Designated Person
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Annexure B2
FORMAT FOR FINANCIAL SUMMARY DATA
Net-worth related data
All figures in Currency millions
Description As on 31.03.2015
Subscribed and Paid up Capital
(add) Reserves and Surplus
(Less) Revaluation reserves, Good will, Miscellaneous expenses not written off, other Intangible assets and Accrued liabilities if any
Net-worth
Note:
Details of Calculation of net worth along with Auditors Certificate (for each member in case of
Consortium) shall be to be enclosed.
Audited Balance sheets and Profit & Loss statements of the bidder (of the each member, in case of a
Consortium) shall be enclosed
SIGNATURE
NAME
DESIGNATION
COMPANY SEAL COMPANY DATE
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Annexure B3
Format For
DEVELOPMENT/CONSTRUCTION
EXPERIENCE
Sl No Eligible Projects Eligible Projects undertaken by …………… (name of the Bidder/ Consortium Member)
Sector Year of Construction/ Development
From … (year) to ….(year)
Paid for development/ construction of Eligible Projects (excluding land cost)
Collected and appropriated revenue Eligible Projects (excluding land cost)
Sharehold ing of the Bidder in the Eligible Project
Capital Cost of the Project
1
2
3
4
5
6
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Note: Bidders are advised to refer clause 5.2 for Eligible Projects and other details pertaining to Technical Criteria
Signature
Name
Designation
Company
Date
Notes:
1. The claimed experience shall be supported by documentary evidence i.e. LOI, completion certificates, commissioning certificates with the above details.
2. In case of Consortium the above details are to be given for each Member, as applicable
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Annexure B4
PROFORMA OF BANK GUARANTEE FOR PERFORMANCE SECURITY
(To be executed on a Non-Judicial Stamp Paper of appropriate value) Date: ……………. To M/s. WBHIDCO Ltd.
-------------------------------------------- -------------------------------------------
WHEREAS:
A. The Urban Development Department (hereinafter referred to as “Lessor”) through its Letter of Intent No. dated (hereinafter referred to as the “LOI”) awarded the project for development of “Samridhi Township, Kalyani” which is to be implemented on a 99 years lease basis (hereinafter referred to as the “The Project”) to M/s , having its Registered Office at (hereinafter referred to as “Lessee”); and
In terms of the provisions of the LOI, M/s is required to sign the Lease Agreement as SPV with Lessor and is required to furnish to Lessor, Performance Guarantee for a sum of Rs. /-(Rupees only) (“Performance Security”) which is equivalent to 10% of the Financial Bid for the due and faithful performance of its obligations, under and in accordance with the Lease Agreement, and shall be valid during the period uptill the Completion Date as defined in the RFP annexed with the Lease Agreement and 180 (one hundred eighty) days thereafter. Accordingly M/s having its registered office at (hereinafter referred as the Lessee) shall be signing the Lease Agreement with the Lessor.
B. At the request of the Lessee, we, (name of the Bank with address of its registered office) through our Branch at (branch name and address)
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_(the “Bank”) have agreed to furnish this Bank Guarantee for Rs. (Rupees_ only) towards the Performance Security.
NOW, THEREFORE, the Bank hereby, unconditionally and irrevocably, guarantees and
affirms as follows:
1. The Bank hereby unconditionally and irrevocably guarantees the due and faithful performance of the Lessee’s obligations under and in accordance with the Lease Agreement, and agrees and undertakes to pay to the Lessor, upon its mere first written demand, and without any demur, reservation, recourse, contest or protest, and without any reference to the Lessee, such sum or sums upto the full amount of the Bank Guarantee as the Lessor shall claim, without the Lessor being required to prove or to show grounds or reasons for its demand and/or for the sum specified therein.
2. This Bank Guarantee, is for an amount of Rs. (Rupees only).
A letter from a duly authorised officer of the Lessor in this regard, that the Lessee has committed default in the due and faithful performance of all or any of its obligations under and in accordance with the Lease Agreement shall be conclusive, final and binding on the Bank. The Bank further agrees that the Lessor shall be the sole judge as to whether the Lessee is in default in due and faithful performance of its obligations during the Lease Period under the Lease Agreement and its decision that the Lessee is in default shall be final, and binding on the Bank,
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Annexure C1
Format For
PROJECT CONCEPT WRITE UP & AREA STATEMENT
A. Conceptual Site Plan:
B. Project Concept Write up:
Note: Bidder is at liberty to use his own format for the write-up, however it should cover the
conceptual thematic development, EWS development, plan for physical infrastructure
management, broad development guidelines and implementation framework in
compliance with Township Policy and other applicable rules and regulations.
C. Project Components and Area Statement
Sl. Project components Land use breakup Built up Area No.
Area Percentage (Sq. M)
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Sl No
Project Components Particulars
1 Total Residential Units (nos)
2 EWS Units (Nos)
3 Land Reserved for Basic Urban Infrastructure Amenities (in acres)
4 Land Reserved for Basic Urban Public Infrastructure (in acres)
5 Land Reserved for Non Residential Thematic Development Zone (in acres)
6 Built Area for Non Residential Thematic Development Zone (in Sq. ft)
Note: The phasing, if any, of project components, other than the Minimum Development Obligations, may also be indicated.
D. Project Layout
E. Details of the Minimum Development Obligation (in line with the Township Policy). This section should cover total number of residential units, number of EWS units, total developed land, land use for Thematic Development.
(Signature of Authorised Signatory) (Name, Title, Address, Date)
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Annexure C2
Format For
PROJECT IMPLEMENTATION PLAN Notes:
1. The plan interalia should include write-up (approach/methodology) on pre- construction,
construction, operation & management of the Project
2. Project financing Plan, Proposed equity contribution plan
3. The plan should include program chart (time schedule) for the implementation
4. Bidders are at liberty to use their own format/structure for this submission
5. Annexure C1 & C2 shall be indicative plan and shall form basis for future development at the
implementation stage. Any material change shall require consent from Lessor. (Signature of Authorised Signatory) (Name, Title, Address, Date)
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Annexure C3
Format for
CHECKLIST OF ALL DOCUMENTS (HARD COPY) SUBMISSIONS
Original Documents to be Submitted:
Sl No Documents Remarks
1 Covering letter clearly stating the validity period of the Bid in the prescribed format Annexure A1
2 Power of Attorney for signing the Bid, as per the
prescribed format Annexure A2
3 Consortium Agreement, as per the prescribed format in Annexure A3
4 Power of Attorney in favour of Lead Member, as per the prescribed format Annexure A4
5 Anti-Collusion Certificate, as per the prescribed format Annexure A5
6 Letter of Undertaking, as per the prescribed format Annexure A6
7 General Information of the Bidder as per the prescribed format Annexure B1
8 Project Concept Write-up & Area Statement as per Annexure C1
9 Project Implementation Plan as per Annexure C2
10 Checklist for submissions as per the prescribed format Annexure C3
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11 Receipt of Bid Security payment through e-
Gateway
12 Copy of RFP duly signed by the Authorised Signatory
13 Copy of Certificate of Incorporation
14 Copy of PAN Card
15 Financial Qualifications as per Annexure B2
16 Audited Balance Sheets for 2014-2015; In case
audited balance sheet of 2014-15 is not available,
then the bidder may submit additionally the
audited balance sheet of 2013-14
17 Construction/ Development Experience as per format Annexure B3
Non uploading/ submission of any of the above documents shall be summarily rejected by the Authority as non- responsive and the Bid of the Bidder stands null & void.
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Annexure C4 – Project Brief
Regional Context
Kalyani is located at an hour drive from the bustling metro-city, Kolkata, which is also hub of immense
IT activities with presence of IT Companies such as Wipro, TCS, Cognizant, IBM, Capegemini. It is a
calm, peaceful and productive place suitable for Analytic Research & other Research oriented activities
& coupled with upcoming premiere educational institution in likes of AIIMS, IIIT, Kalyani University,
BC Roy Agriculture University and the city with a student friendly atmosphere all around. Keeping the
above in mind, a new township has been proposed on Kalyani.
As per provisional reports of Census India, population of Kalyani in 2011 is 100,620; of which male and
female are 50,867 and 49,753 respectively. Although Kalyani city has population of 100,620; its urban /
metropolitan population is 14,112,536 of which 7,319,682 are males and 6,792,854 are females. The
decadal population growth rate of Kalyani Town has been calculated at 22.71%.
Site Location Kalyani lies between 220 53´N- 240 09´N & 880 48´ E. It is bounded on South by 24 Parganas, on West by
River Hooghly and Burdwan District and on North by Murshidabad district and on East by Bangladesh.
Kalyani is a town in the District of Nadia of West Bengal near the India–Bangladesh International
Border. Located at the northern tip of KMA, it is a small and quiet town with a population of 100,620 as
per 2011 Census covering an area of 29.14 Sq Kms. The town is well connected by roads (Kalyani
Barrackpore Expressway) and rail with the state capital. The distance between Kolkata and Kalyani is 48
kms. Three National Highways are connected with this small town. Kolkata, North Bengal and Assam
through National Highway (NH-34). A bridge over the River Hooghly connects the town with NH-2 and
NH-6. The railway line is also connected with North Bengal and Assam.
The Government of West Bengal has identified 50.7 acres of land along the Kalyani Expressway due to
its excellent linkage with Kolkata and therefore to the airport, train and interstate transport hubs.
Following are the distance of the site from major locations;
• 40 km from Dum Dum Airport.
• 50 km from Howrah Railway station.
• 50 km from Sealdah Railway station.
• 48 km from the CBD of Kolkata.
• 50 Km from the developing New Town of Rajarhat & Sector V IT Hub
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• 25 Km from the proposed Barrackpore Metro Station
• 4 km from Kalyani Railway Station
Approach The site is very well connected with Kolkata through Barrackpore Kalyani Expressway. The expressway connects it with the International Airport and finally to the major railway junctions. Kalyani itself is a busy railway station having good connectivity with rest of the country.
Project Theme & Conceptual Master Plan of Analytic Hub Concept of Analytic Hub
Analytics is the discovery and communication of meaningful patterns in data. One of the most dynamic businesses around the world is business analytics, a term which simplistically deals with the technologies and practices for investigation of past business performance, which helps to drive business planning. Business analytics is hence a knowledge-based industry employing a large number of highly-skilled white-collar professionals who work on a global platform requiring international communication and facilities.
The Coverage:
•Enterprise decision management •Retail analytics- store assortment, marketing optimization, customer churn analysis •Credit risk analysis sand fraud analytics •Clinical Research etc. Applications of Analytics:
Finance/Banking/Insurance: Anti-money laundering (Potential fraud/abuse detection), Credit scoring and customer segmentation, claim analytics
•Pharma: Clinical trial optimization, product design & pricing, comparative effectiveness research.
•Healthcare: Diagnosing disease, predicting hereditary disease
•Education: Analyzing standardized tests core data, identifying the profile of potential lat-risk students.
•Retail: Click-stream analysis, sentiment analysis, store assortment, marketing optimization, web analytics, customer churn analysis, price and promotion modelling
•Telecom: Product bundling, campaign management, customer management, cross-sell and up-sell, Customer satisfaction analysis, churn prediction, price and promotion modelling
The Samridhi Township
The Samriddhi-Kalyani Analytics City is proposed to be characterized by –
Airport
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
103
High levels of knowledge intensity through specialized institutes, research centres and vocational training centres leading to the ultimate setting up of industries.
Total self-sufficiency with respect to infrastructure, accommodation and support services with good transport linkages.
Strategies to ensure that all communities benefit from the economic success associated with knowledge.
The Business Analytics Hub is hence envisaged as an all-encompassing and self-supporting township, with a select skill-set at its core, being supported by ancillaries, with institutions nurturing and feeding the township populace and urban machinery.
In a business analytics hub, the percentage of industrial facilities would cater largely to white industry and the requirements of the core skill set (i.e. Business Analytics) since it is the economic driving force for operating the township.
The grand vision is of the business analytics campus where the principal work options are in the business analytics sector along with employment options in ancillary services like I.T, commercial and health services that will help in running a self sufficient township. The support services will be catered to by a substantial labour force comprising of the surrounding rural population, trained through the vocational institutes.
RFP for Samridhi Theme Township Project at Kalyani, West Bengal
Conceptual Plan
Proforma Lease Deed
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WEST BENGAL HOUSING INFRASTRUCTURE DEVELOPMENT CORPORATION LIMITED “HIDCO
BHABAN", Premises No: 35 - 1111, Major Arterial Road, 3rd Rotary, New Town, Kolkata-700156
Request for Proposal No. 883/HIDCO/Plng/656(A)/2015 Dated 04-11-2015
This RFP shall not be transferred, reproduced or otherwise used for purposes other than that for which it is specifically issued
REQUEST FOR PROPOSAL: VOL II
PROFORMA LEASE DEED
KALYANI THEME TOWNSHIP, WEST BENGAL
November, 2015
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APPENDIX: PROFORMA LEASE DEED
THIS DEED OF LEASE made this [•] day of [•], Two Thousand and Fifteen
BETWEEN
GOVERNOR OF WEST BENGAL, represented by [•], [•], Urban Development Department, having its office
at [•], hereinafter referred as the “LESSOR” (which expression shall unless excluded by or repugnant to the
subject or context be deemed to include its successors, successors-in-interest and assigns) of the FIRST
PART
AND
[•], a Company incorporated under the Companies Act, 1956/2013 having its registered office at [•],
hereinafter referred to as the “LESSEE” (which expression shall unless it be repugnant to the
context or meaning thereof mean and include its successor or successors‐in‐office and/or
permitted assigns) of the SECOND PART:
AND
[•], a company incorporated under the Companies Act, 1956/ 2013, having its registered office at
[•], hereinafter referred to as the “SELECTED BIDDER” or “CONFIRMING PARTY” (which term
or expression shall unless excluded by or repugnant to the subject or context be deemed to mean
and include its successors and/or permitted assigns) of the THIRD PART
OR
(where the Selected Bidder is a consortium)
[•] a company incorporated under the Companies Act, 1956/ 2013 and having its registered
office at [•] (hereinafter referred to as the “Lead Member” which expression shall, unless
repugnant to the context include its successors and permitted assigns) AND [•] a company
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incorporated under the Companies Act, 1956/ 2013 and having its registered office at [•]
(hereinafter referred to as the “1st Consortium Member” which expression shall, unless
repugnant to the context include its successors and permitted assigns) AND [•] a company
incorporated under the Companies Act, 1956/ 2013 and having its registered office at [•]
(hereinafter referred to as the “2nd Consortium Member” which expression shall, unless
repugnant to the context include its successors and permitted assigns), hereinafter collectively referred to
as the “SELECTED BIDDER” or “CONFIRMING PARTY” of the THIRD PART.
WHEREAS:
A. The Lessor is seized and possessed of and/or otherwise well and sufficiently entitled to ALL
THAT piece and parcel of land containing an area of [•] acre more or less, situate at [•], fully
described in the schedule being SCHEDULE - A hereunder written and hereinafter referred to
as the “said Project Area”.
B. Bids were invited by the Government of West Bengal acting through West Bengal Housing
Infrastructure Development Corporation Limited (hereinafter referred as ‘WBHIDCO’), a
Government Company within the meaning of Section 617 of the Companies Act, 1956, fo r
development of Samridhi Township at Kalyani [[•] Mouza] in the [•] Planning Area on lease of the
said Project Area vide Request for Proposal vide RfP No. [•] dated [•]. The Theme for the
Township has been fixed as “Analytic Hub”.
C. The scope of work for the Project as enumerated in the RFP broadly include:
a. Development of the Samridhi Township as a Theme Township in compliance with the
Township Policy/ Rules of Government of West Bengal, applicable development rules and
guidelines, conceptual master plan and other terms and conditions of the bid as laid down in
the RFP dated 04-11-2015.
b. Preparation of Master Plan, Detailed Project Report (the “DPR”) consisting of detailed
architectural drawings, sanctionable building plan and other related documents, namely
procedure and methodology for construction, quality assurance plan and engineering &
construction time schedule. The DPR should conform to minimum developmental
requirements as provided in the RFP. The DPR should be prepared according to extant
building rules (read with land use plan, if any). It is made clear that notwithstanding
anything contained in this document, the provisions of extant building rules and regulations
will prevail. The DPR should contain the requirements for the EWS units, Non Residential
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Thematic Development Zone and the Commercial Development Area of the Project.
c. Obtaining approval of the DPR from WBHIDCO/Lessor and/Independent Engineer/ third
parties engaged by WBHIDCO/Lessor for this purpose.
d. Obtaining all statutory approvals and sanctions from the appropriate authorities. All costs
and fees payable for such approvals and sanction shall be paid and borne by the Selected
Bidder.
e. Construction of the EWS and Non Residential Thematic Development Economic Zone as per
the approved DPR and as per the Project Milestones and in conformity to the Township
Policy with requisite Urban Infrastructure Amenities and Infrastructure Facilities within a
period of 8 years from the signing of the Lease Agreement..
f. Construction of the other portion of the project provided however at no point of time the
minimum norms as per the Township Policy shall be violated.
g. Post completion of construction of the residential/ commercial development area, till
formation of any apartment owners association, residents welfare association, cooperative
society or management company by the unit holders for the purpose of operation and
maintenance of the common infrastructure of the residential/ commercial development
area and taking over such responsibility by such association, society or company, the
Selected Bidder shall also be responsible for the operation and maintenance of the
Residential/Commercial Development Area on its own and without any financial liability to
the Lessor.
h. Operation & maintenance of the common infrastructure of the project including road, water,
sewerage, drainage etc till the transfer of the same to the Agency/ ULB notified by the
Lessor provided that such transfer shall not be notified till the completion of the Minimum
Development Obligation as per the approved DPR and the Township Policy.
i. The following specific stipulations will be followed by the Selected Bidder:
o 25 % of the total residential units in the township shall be EWS units
o The maximum consideration of a EWS Dwelling Units shall not exceed Rs 3 lacs. The
selection of beneficiaries shall be carried out by the Lessor as per the policies of the
State. However the proceeds of the same shall accrue to the Lessee.
o 25 % of the net land proposed to be developed excluding basic infrastructure amenities
and basic` public infrastructure to be kept for non residential thematic or economic
development conforming to the Theme defined for the Project.
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o All other town planning norms and other terms & conditions required for carrying out
township project under the West Bengal Town & Country Planning (Development of
Township Project) Rules 2008 read with subsequent amendments to be followed.
D. The Selected Bidder participated in the said bidding process and e-auction and the
Financial Quote of the Selected Bidder being the highest bid so received for lease of
the said premises from the qualified bidders, the said bid was accepted subject to the
Selected Bidder complying with terms and conditions contained in the document of
Request for Proposal.
E. In terms of the bid, the Selected Bidder was issued a Letter of Intent (hereinafter referred to
as “LoI”) dated [•]inter alia for payment of 10% of the Financial Bid and applicable Service
Tax within 30 days from the date of issuance of the LoI and payment of 90% of the Financial
Bid plus applicable Service Tax within 360 days/720 days (as applicable) of the date of the
LoI alongwith Delayed Payment Charges..
F. The Selected Bidder has since promoted and incorporated the Lessee being [•], as a limited
liability company under the Companies Act, 2013 and has requested the Lessor to accept the
Lessee which shall undertake and perform the obligation of the Selected Bidder and exercise
the right of the Selected Bidder including the various obligations referred to in the LoI and
exercise the right to obtain Lease in its favour from the Lessor upon payment of the entire
Financial Bid, being the premium reserved for grant of lease.
G By its letter dated [•], the Lessee has also joined in the said request of the Selected Bidder to
the Lessor to accept it as an entity which shall undertake and perform the obligation and
exercise the rights of the Selected Bidder including the various obligations referred to in the
LoI and exercise the right to obtain Lease in its favour from the Lessor upon payment of the
entire Financial Bid, being the premium reserved for grant of lease. The Lessee has further
represented that it has been promoted by the Selected Bidder for the purpose hereof.
H. The Selected Bidder / Lessee has since prepared a Master Plan and Detailed Project Report
(the “DPR”) consisting of detailed architectural drawings, sanctionable building plan and
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other related documents, namely procedure and methodology for construction, quality
assurance plan and engineering & construction time schedule.
I. The Selected Bidder and the Lessee has warrant and represent as follows :
a. The DPR conform to minimum developmental requirements as provided in the RFP.
b. The DPR has been prepared according to extant building rules (read with land use plan, if
any).
c. The DPR contains the requirements for both the EWS units, Non Residential Thematic
Development Zone as well as development of the balance area of the Project in
conformity with the requirement of the RFP.
d. Phases in which development has to be made has been clearly stated in the DPR prepared
by the Lessee as approved by the Lessor.
e. It has clearly defined the Residential, Basic Urban Infra Amenities, Basic Urban Infra
Facilities, Non Residential Thematic Economic Zone and other allied facilities to be
developed in each phases.
J. The Lessor has on [•] approved the DPR prepared by the Selected Bidder /Lessee and the
said DPR is being made part of this Lease Deed and detailed DPR is more particularly
described in the Schedule C herein.
K. The Lessor is authorised to accept the premium reserved for grant of lease on its behalf. The
Selected Bidder and/or Lessee has since paid to the Lessor the entire premium reserved
for grant of lease and has now become entitled to a lease of the said Project Area from the
Lessor.
L. The Selected Bidder has joined in as a confirming party in this Lease Deed to confirm that
being the Selected Bidder and a shareholder of the Lessee, it shall conform to the terms and
conditions of the RFP and this Lease Deed, as may be applicable to it. The Selected Bidder
shall be jointly and severally liable for the execution of the Project in accordance with the
terms of this Lease Deed.
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M. The Lessor has now agreed to grant to the Lessee a lease of the said Project Area for a
period of 99 (ninety nine) years from the date of signing of the Lease Agreement on the
terms and conditions as hereinafter contained.
NOW THIS DEED OF LEASE WITNESSETH as follows:
I. In consideration of a premium of Rs. [•] /- (Rupees [•] only) paid by the Lessee to the
Lessor at or before the execution of these presents (the receipt whereof the Lessor doth hereby
admit and acknowledge) and in further consideration of the rent hereby reserved and of the
terms, conditions and covenants hereinafter contained and on the part of the Lessee to be paid,
observed, performed and fulfilled, the Lessor doth hereby demise unto the Lessee ALL THAT
piece and parcel of land containing by measurement an area of [•] acre more or less, situate
at [•], fully described in the schedule being SCHEDULE - A hereunder written and delineated in
the map or plan hereto annexed and thereon bordered red and hereinafter referred to as the “said
Project Area” (which expression shall, wherever the context so requires or permits, also mean
and include the buildings to be constructed thereon) TO HAVE AND TO HOLD the same unto
the Lessee for a period of 99 (ninety nine) years commencing from the date of signing of this
Lease Deed [•] (hereinafter referred to as the “date of commencement of lease” and/or “effective
date”) YIELDING AND PAYING THEREFOR unto the Lessor during the said term an annual lease
rent calculated at the rate of Re. 1/- (Rupee One only) per acre per annum plus applicable taxes
from the date of commencement of lease (hereinafter referred to as the “rent”) without any
deduction or abatement whatsoever on or before the 7th day of the April every year of the
demise for which the same is paid.
IA. W i t h t h i s L e a s e D e e d t h e Lessor has agreed to hand over vacant and
peaceful possession of the said Project Area to the Lessee on completion of the registration
of the Lease Deed.
IB. The Lessee shall be handed over the possession of the Project Land for the Township on a
As-Is-Where-Is Basis, ‘Caveat Emptor’ and ‘No Complaint’ basis only
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IC. The Government of West Bengal has approved a Global FSI of 2 for the theme township
and necessary notification for the same is under finalization
II. AND THE LESSEE DOTH HEREBY COVENANT WITH THE LESSOR as follows:
2.1 To regularly and punctually pay the rent herein reserved to the Lessor on the days and in
the manner herein mentioned without any deduction or abatement whatsoever.
2.2 To pay and discharge all existing and future municipal /panchayat rates, taxes,
revenues, assessments, impositions and outgoings (including interest and penalties in case of
delayed payment) whatsoever which now are or during the said term shall be imposed or
charged upon the demise of the said Project Area and which may be payable by the owner or
occupier thereof whether in respect of the demise hereby created, the land comprised in the said
Project Area or the building(s) to be erected thereon.
2.3 To develop the Township Project in line with the requirement of the RFP by starting
construction of the building(s) and amenities on the said Project Area including the EWS Dwelling
Units, other Residential Units, Basic Urban Infrastructure Amenities, Basic Urban Infra Facilities,
Non Residential Thematic Economic Zone and other allied facilities as may be allowed by the
municipal and appropriate authorities and in terms of the RFP within [•] ([•]) years from the
date of LoI subject to it complying the terms and conditions of the West Bengal Town & Country
(Planning & Development) Act 1979 including amendments thereof, Township Policy of West Bengal,
all applicable rules & regulation in force, Lease Deed, DPR and in accordance with the plans
sanctioned and specifications to be approved by the appropriate authority / body and according
to the rules and regulations framed for the use of the said Project Area and to complete construction
thereof to the satisfaction of the Lessor within a period of 8 (eight) years from the date of signing
of the Lease Agreement PROVIDED HOWEVER that the Lessor may extend the timeline by another
2 years in case of exceptional circumstances. FURTHER PROVIDED HOWEVER that upon failure of
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the Lessee to comply with such covenant to commence and complete construction of the
building(s) within the time originally fixed or as may be extended by the Lessor, the lease
shall be liable to be terminated by the Lessor and the Lessor entitled to re-enter into or upon the
said Project Area and obtain possession thereof.
2.4 To comply with and follow all applicable laws, rules and regulations for construction and
use, enjoyment and possession of the demised premises and the building(s) to be erected
thereon [including but not limited to the Land Use Development and Control Plan (LUDCP) / the
Building Rules of the concerned Corporation / Municipality / Panchayat any other Local
Authority] and to be solely answerable and responsible for all breaches and/or defaults in
compliance thereof and to keep the Lessor saved harmless and indemnified for all losses claims
and demands which the Lessor may suffer or be put to by reason of any breach or alleged breach
of this covenant.
2.5 To obtain at its own cost all permissions and licences approvals from Government
Authorities and other Statutory bodies which may be necessary to make construct, erect, hold, use
and/or enjoy the development on the demised premises and operate and maintain the Project
in accordance with the terms of the Lease Deed and Applicable Laws within 6 months from the date
of issuance of LoI unless otherwise extended by the Lessor in exceptional circumstances and observe
and perform all laws, rules and regulations which may be required to be observed and
performed by it, at its own costs and responsibility, keeping the Lessor saved harmless and
indemnified in this regard. The Lessor may, on no recourse basis, render all assistance in obtaining
such approvals and sanctions. Failure of obtaining all permissions and licences approvals from
Governmental Authorities and other Statutory bodies which may be necessary to make construct,
erect, hold, use and/or enjoy the development within the stipulated time period may result in
cancellation of LoI and forfeiture of Bid Security/ Performance Security.
2.6 To keep the demised premises and the building(s) thereon in a neat and clean manner
and hygienic condition free from all sorts of nuisance and not to allow accumulation of any
water, waste, dirt or garbage in any part thereof which is or can be a risk to the health of the
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occupants of the demised premises and the building(s) thereon or of the nearby properties at
any time.
2.7 To maintain and keep all structures to be erected on the said Project Area in good and
habitable condition.
2.8 To make all arrangements for security, fire fighting and fire safety and all necessary civic
facilities and amenities as may be required for preservation and protection of the said
Project Area at its own cost and to the satisfaction of the Lessor and to carry out
regular maintenance and replacement of electrical wirings, installations and appliances thereat.
2.9 To allow the Lessor, its agents and servants with 24 hours’ previous notice in writing
(except for emergencies when no such notice would be required) to enter into and upon the
said Project Area and all structures thereon and view the state and condition thereof and to give
or leave notice of any defect in such condition which the Lessee shall be liable to make good
within 15 days after such notice has been given or left.
2.10 To make regular payments for consumption of electricity, water and other services
and/or utilities supplied to or obtained for the said Project Area and to keep the Lessor saved
harmless and indemnified in this regard. In the event there are any amounts outstanding with
respect to water and electricity or any other utilities or facilities or services consumed or availed
for the said Project Area on the expiry or sooner determination of this Lease Deed, the Lessee
shall be liable to make payments for the same to the concerned authority notwithstanding the
expiry or determination of this lease.
2.11 To execute to the satisfaction of the Lessor all works and observe and perform all such
rules and conditions which shall appear to the Lessor or to the appropriate authorities of the
State to be necessary or desirable in order to keep the said Project Area in good sanitary order
and condition.
2.12 To take steps to ensure that no third party may encroach into or upon any portion of the
said Project Area or the building(s) to be erected thereon.
2.13 To pay the applicable development fee to the Lessor or such other Governmental Authority
as may be prescribed under Applicable Law.
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2.14 To allow any person authorised by the Lessor to inspect, repair and clean sewer lines
and/or manholes or to do any other works in connection therewith, within the said
Project Area without any obstruction or hindrance by the Lessee or by any of its men and agents.
2.15 To develop the township in compliance with the DPR approved by the Lessor and ensure
phase wise development in a manner such that the development of each phase shall conform to the
minimum provisions of the township policy/ rules, applicable development control regulation, land
use, development control plans as may be applicable, rules & regulation of the concern Municipality
and the DPR approved by the Lessor.
2.16. To undertake marketing activities, at its own costs and expenses of the Built-up Project
Area to intending end-users and make its best endeavours in this regard.
2.17. To purchase and maintain, at its cost and expense, such insurance as are necessary,
including but not limited to the following:
• Builder’s all risk insurance;
• Loss, damage or destruction of the development facilities and services, at replacement value;
• Comprehensive third party liability insurance including injury or death to personnel of the
Lessor and others who may enter the Site;
• Workmen’s compensation insurance;
• Storage cum erection insurance; and
• Any other insurance that may be necessary to protect the Lessee, its employees and its
assets against loss, damage or destruction at replacement value including all Force Majeure
events (as defined in the Lease Deed those are insurable.
The Lessee shall, from time to time, provide to the Lessor, copies of all insurance policies (or
appropriate endorsements, certifications or other satisfactory evidence of insurance) obtained by
the Lessee in accordance with this Agreement.
The Lessee shall pay the premium payable on such insurance policy(ies) so as to keep the
policy(ies) in force and valid and furnish copies of the same to the Lessor. Each insurance policy
shall provide that the same shall not be cancelled or terminated unless 10 days’ clear notice of
cancellation is provided to the Lessor in writing. If at any time the Lessee fails to purchase and
maintain in full force and effect any and all of the insurances required under this Agreement, the
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Lessor, may at its option, purchase and maintain such insurance and all sums incurred by the
Lessor, therefore, shall be reimbursed by the Lessee forthwith on demand, failure of which shall
amount to event of default on the part of the Lessee.
2.18. To develop and/or procure all internal infrastructure linkages required for the Project
including but not limited to road, electricity supply, water supply, waste water and solid waste
disposal and storm water drainage. The Lessor will facilitate for the provisions with respective
Government department and agencies at no cost to itself and it shall be the responsibility of the
Lessee to fulfill any monetary or other compliances as may be required by such Government
Department and Agencies.
2.19. To bear all expenses and cost of the Project including but not limited to preparation of
Master Plan, DPR, obtaining approvals for the Project, construction, supervision and transfer to
end users.
2.20. To regularly and punctually make payment of the fees and/or charges of the Professional
Team and Building Contractor, as may be necessary and/or required for the purpose of the
development of the Project Area.
2.21. To clear, upon the completion of the development of each phase of the Project, such area
of the Project Land of debris and remove unused materials, machinery and equipment that are not
required and clear such area of the Project Land, if all temporary structures, site offices, labour
campus, utility lines and other temporary constructions erected and constructed for the
development of the Project and which are not required for any purpose.
2.22. To operate and maintain, at its own cost and expenses, the common infrastructure and
facilities in any commercial/residential complex in any part of the said Project Area post completion
of construction thereof, till formation of any apartment owners association, residents welfare
association, cooperative society or management company by the unit holders for the purpose of
operation and maintenance of the common infrastructure and facilities of the residential complex
and taking over such responsibility by such association, society or company.
2.23. To operate & maintain the common infrastructure of the project including road, water,
sewerage, drainage etc till the transfer of the same to the Agency/ ULB notified by the Lessor
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provided that such transfer shall not be notified till the completion of the Minimum
Development Obligation, Basic Urban Infrastructure Amenities as per the approved DPR.
2.24. To develop and set up the Core Infrastructure and other development for different phases
of the Project as per the DPR containing minimum requirement as provided in clause C of the recital.
2.25. To comply, in addition to the above provisions, with the restrictions and guidelines
more fully stated in schedule being SCHEDULE – B hereunder and the development shall be in
compliance with the DPR more particularly described in SCHEDULE – C hereunder.
2.26. Not to use or allow the said Project Area or any part thereof or any construction
thereon for any illegal or immoral purposes or for any noisy or offensive trade or business.
2.27. Not to amalgamate the said Project Area or any part thereof with any other plot or plots
of land without the prior written permission of the Lessor.
2.28. Not to remove any earth from the said Project Area for any purpose other than for the
purpose for which the land is demised, which earth should be used for re‐filing of trenches
excavated for construction and not to cause any damage or depreciation to the said
Project Area.
2.29. Not to bring in or store or allow to be brought in or stored in the said Project Area or
any part thereof any hazardous inflammable combustible or explosive substance or any hide,
skin or other articles likely to injure or damage the said Project Area and/or the structures to
be constructed thereon and not do or allow to be done on the said Project Area anything that
may deteriorate the value of the said Project Area or injure the same in any way, except in
accordance with law.
2.30. Not to allow the said Project Area or any construction thereon to be used in a manner
which is not in conformity to the RFP
2.31. Not to assign and/or transfer its right or interest in the demised premises or any part
thereof (except by way of sub‐lease, sub‐letting or any other mode or manner not amounting to a
complete assignment of Lessee’s right title and interest in the said Project Area as described
hereinafter in clause 3.2) without previous approval in writing of the Lessor. A transfer or
assignment which is restricted hereby shall also include transfer or assignment by way of
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amalgamation, reconstruction or any other mode or manner by which the leasehold interest of
the Lessee is transferred to any other person, without the approval in writing of the Lessor with
necessary concurrence of the Government of West Bengal first had obtained Provided However
That the Lessee shall have the right to mortgage or charge its leasehold interest in favour of
Scheduled Banks/ Financial Institutions. Once such financial facilities are sanctioned, a copy of
the Loan Agreement(s) is to be provided by the Lessee to the Lessor and WBHIDCO. In case of
default in making due payment of the financial facilities by the Lessee in terms of such Loan
Agreement(s), such Scheduled Banks/ Financial Institutions shall have the right to substitute the
Lessee and appoint a new Lessee at the place and stead of the defaulter Lessee, as per the terms
prescribed by the Lessor and/ or WBHIDCO provided however that such substitute agency shall
also fulfill the technical and financial qualification prescribe herein and substitution shall be
carried out with the consent of the Lessor and on completion of such documents as may be
prescribed by the Lessor
2.32. Not to encroach or allow or suffer any encroachment to be made upon the adjoining
roads or any portions of lands surrounding the said Project Area or upon any other adjoining
land whatsoever.
2.33. Not at any time during the term of this lease, to open or work or dig any quarries for clay,
gravel or sand, in upon or under the said Project Area and the Lessee agrees that the Lessor
reserves the right to all minerals in the said Project Area together with such rights of way and
any other reasonable facilities as be requisite for mining, gathering and carrying away such
minerals.
2.34. Not to make the Lessor liable nor any liability be contracted in the name of the Lessor
for any obligation of the Lessee in connection with the Project. .
2.35. Not to keep or leave at any time during the term of this lease the demised premises
and/or any building(s) erected thereon unused, unattended or locked for a period of more than
10 (ten) months.
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2.36. Not to claim any damage or compensation for delay in providing any infrastructural
facility such as sewerage connection, water supply, electricity connection for the said
Project Area or for any other similar cause or nature.
2.37 Not to do or cause to be done in or upon the said Project Area or any part thereof or in
the building(s) that may be erected thereon, any act or thing which shall or may be or become a
nuisance, damage, annoyance, inconvenience or danger to the demised premises or to the
owners or occupiers of any adjoining or neighbouring land or premises.
2.38. Not to undertake any other business during the Lease Period except for development of the
Project or in connection therewith.
2.39. Not to expose the Lessor its officers and/or directors/employees to any liability incurred
pursuant to the obligations of the Lessee as set out in this clause which will include but not be
limited to costs, charges, claims, actions, suits, damages or any other loss or any proceedings and
shall keep the Lessor, its officers and directors/employees always indemnified from all the aforesaid
liabilities.
2.40. The engagement of any third party including the Independent Engineer by the Lessee to
assist the Lessee in connection with the performance of the Lessee’s duties under this Agreement
shall in no way limit, or relieve the Lessee of, the Lessee’s obligations under this Agreement.
2.41. At the expiry of the term hereby granted or sooner determination thereof, the
Lessee shall make over vacant and peaceful possession of the said Project Area to the Lessor
together with all buildings and constructions erected thereon, free from all encumbrances,
charges, mortgages and without payment of any cost or compensation for the
buildings/structures existing at the time of expiry of lease or sooner determination thereof.
IIA. AND THE SELECTED BIDDER DOTH HEREBY COVENANT WITIH THE LESSOR as follows :
2A.1. To confirm the terms and conditions of the RFP and this Lease Deed.
2A.2. To be jointly and severally liable for the execution of the Project in accordance with the terms
and conditions of the RFP and this Lease Deed.
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2A.3. Not to undertake or permit any change in Ownership of the Lessee, except with the prior
written approval of the Lessor PROVIDED HOWEVER as long as the Selected Bidder holds and
continues to hold the minimum equity in the Lessee as provided hereunder, no prior written
approval is required to be obtained from the Lessor :
2A.3.1. In case of single entity, the Selected Bidder shall legally and beneficially holds 100% equity in
the Lessee till the signing of the Lease Deed, 51% uptil completion of the Minimum Development
Obligation and 26% uptil the completion of the Project.
2A.3.2. In case of Consortium, the Selected Consortium shall legally and beneficially holds 100%
equity in the Lessee with Lead Member equity holding not less than 51% till the signing of the Lease
Deed, 51% with minimum equity holding of the Lead Member at 26% uptil completion of the
Minimum Development Obligation and 26% with minimum equity holding of the Lead Member at
10% uptil the completion of the Project. Further dilution of the equity structure of the Lessee be
subject to the approval of the Lessor.
III. THE LESSOR HEREBY COVENANTS WITH THE LESSEE as follows:
3.1 The Lessee, paying the annual lease rent, the said rates and taxes, and other amounts
hereby reserved and observing and performing the terms conditions and covenants herein
contained and on its part to be paid performed and observed, shall hold and enjoy the said
Project Area during the term hereby created without any interruption, hindrance, disturbance or
obstruction by the Lessor or any person claiming through under or in trust for the Lessor.
3.2 That the Lessee shall be entitled to sub‐let, sub‐lease or otherwise deal with or dispose of
various plots, constructed spaces in the building(s) to be erected on the said Project Area not
amounting to any assignment of entirety of Lessee’s interest in the said Project Area on terms
and conditions not contrary to or inconsistent with the terms of these presents, without need of
any approval of the Lessor PROVIDED HOWEVER that the Lessee shall always keep the Lessor
saved harmless and indemnified from and against any losses claims or demands which the
Lessor may suffer or be put to by reason of any such sub‐letting or use and PROVIDED HOWEVER
that such sub-letting or transfer shall be on the following conditions : -
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(i) The End Users be made aware of and the following clauses be made an express part of such
Agreements / Deeds of Sub-Lease with the End Users –
a) All amounts payable by an End User are meant for the Lessee alone and the Lessor takes
no responsibility in that regard.
b) The Lessor shall not be liable to in any way to the End User for entering into such
Agreement, for payment of money to the Lessee or on any other head or account
whatsoever.
c) Lessor expressly disclaims all responsibility towards such End User and/or the Units in
respect of which such Agreement is made with the End User and the End User releases
Lessor from all liability in this connection whatsoever.
d) The Lessee shall not be entitled to create possessory right or give possession of common
infrastructure faclities or any part thereof to End Users.
(ii) The terms and conditions of the Sub-Lease shall include the following:
a) The Sub-Lease shall be subject to the terms and conditions stipulated herein as well as in
the RFP, which shall accordingly mutatis mutandis apply to all such sub-lessees. The Sub-
Lease shall specifically stipulate that all right title and interest over the said Project Area
and the constructed spaces after expiry or sooner determination of the Lease shall vest in
the Lessor without any claim or demand for compensation or otherwise by the Lessee or
the End Users.
b) Any violation of the terms and conditions of the Lease by the End Users or the Lessee will
entitle termination of the respective Sub-Lease.
c) The End User agrees and undertakes that the Sub-Lease shall be co-terminus with the
Lease.
d) The End User and Developer shall indemnify Lessor/Authority in respect of any claim
made against Lessor/Authority by any statutory / other authority or any other party with
regard to violation of the Lease.
3.3 The Lessee shall be entitled to create a Security Interest in respect of its rights under the
Lease Deed including, its right to receive money from the intending end-users or other persons or
any part thereof in favour of Scheduled Banks / Financial Institutions without however in any
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manner creating or foisting any liability on the Lessor. The Lessee can mortgage the leasehold
interest only (and not the demised land itself) on the demised land, whether in full or in part. Apart
from confirming to such lending institutions that the Lessee would have such right to create a
security interest in respect of its rights hereunder including the Lease Deed(s), the Lessor would
have no financial obligation towards the Scheduled Banks/ Financial Institutions. The Lessee shall
always keep the Lessor saved harmless and indemnified from and against any losses claims or
demands which the Lessor may suffer or be put to by reason of any such sub‐letting or use. Once
such financial facilities are sanctioned, a copy of the Loan Agreement(s) is to be provided by the
Lessee to the Lessor. In case of default in making due payment of the financial facilities by the Lessee
in terms of such Loan Agreement(s), such Scheduled Banks/ Financial Institutions shall have the
right to substitute the Lessee and appoint a new lessee in the place and stead of the defaulter Lessee,
on the terms prescribed by the Lessor and provided however that such substitute lessee shall also be
liable to fulfill the technical and financial qualifications prescribed in the RPF and substitution shall
be carried out with the consent of the Lessor and compliance of necessary documents.
3.4. The Lessor shall make its best endeavour to provide all necessary assistance and
facilitation to the Lessee in getting all Approvals and meet other requirements in order to ensure
smooth completion of the Project. The Lessor shall nominate a Nodal Officer to facilitate project
implementation including co-ordination with various authorities for processing and granting the
necessary Approvals.
3.5. The Lessor shall make its best endeavour to extend all necessary assistance to the Lessee,
including liaisoning with the West Bengal Pollution Control Board (the WBPCB”) to expedite the
WBPCB’s appraisal of the Project reports and documents and grant of various environmental
approvals.
IV. THE LESSOR AND THE LESSEE HEREBY AGREE AND COVENANT WITH EACH OTHER
as follows:
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4.1 That any demand for payment or notice requiring to be made upon or given to the Lessee
shall be sufficiently made or given if sent by the Lessor to the Lessee at the address of the
said Project Area or sent by registered post / speed post addressed to the Lessee at the said
Project Area or to its last known address and that, the notice requiring to be given to the
Lessor shall be sufficiently given if delivered at or sent by registered post / speed post addressed
to the office of the Lessor. All changes of address of the Lessee shall be communicated by the
Lessee to the Lessor in writing within a reasonable period of its change.
4.2 That any relaxation and indulgence granted by the Lessor to the Lessee shall not in
any way prejudice the rights of the Lessor under this Deed of Lease.
4.3 That the failure of the Lessor to enforce in any one or more instances, performance of any
of the terms covenants and conditions of these presents shall not be construed as a waiver or
relinquishment of any right or claim granted or arising hereunder or of the future performance
of any such term condition and covenant and such failure shall not in any way affect the validity
of this Deed of Lease or the rights and obligations of the parties hereto. The Lessee agrees that a
waiver of any term or provision hereof may only be made by a written instrument of
modification of lease executed by both parties hereto.
4.4 That any statutory powers as may have been or will be conferred upon the Lessor shall
automatically apply to the said Project Area and provisions in that respect shall be deemed to
have been incorporated in these presents by way of reference and the Lessee is deemed to have
constructive notice thereof.
4.5 That the terms and conditions of the lease shall be subject to changes of policy of the
Lessor from time to time and the Lessee shall abide by the same.
4.6 The Lessor shall be entitled to monitor the development of said Project Area at the
execution phases to determine whether the Project is being implemented in accordance with the
provisions of this Agreement, the Project Implementation Schedule / Project Milestone as provided in
the DPR and Good Industry Practice. The Lessor shall engage an/has engaged an Independent
Engineer for day to day monitoring of the Project in the manner as provided in the RFP, at the cost of
the Lessee for monitoring & certifying for progress of the work, compliance with the stipulated
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guidelines and to confirm the development as per plan within stipulated timeframe. The role of the
Independent Engineer would be to oversee the implementation of the Project by the Lessee, to
determine whether Development Milestones has been met, and whether deviations, if any, are
material from the agreed Development Milestones and the approved plans, designs and drawings
have been made. The view of the Independent Engineer shall be ascertained before according
Building Plan approval for future phases. The cost of the Independent Engineer shall be borne by the
Lessee.
4.7. The Lessee shall, in addition to the reporting requirements set forth elsewhere in this
Agreement, comply with the reporting requirements hereunder.
(a) Period Reports
The Lessee shall keep the Lessor adequately informed as to the level of development of
Project and for this purpose the Lessee shall furnish to the Lessor reports setting forth in
reasonable detail the progress achieved in the execution of the development of the Project.
These reports should be submitted within the 10th day of each calendar month, starting
from the date of the Lease Agreement. These reports shall contain the summary of
progress of development of Project and indicate the actual and scheduled completion of
the Project. Submission of the Report indicating the actual completion of the Project
beyond the scheduled completion shall not in any way signify the Lessor’s consent to
delay or extension of time for completion.
(b) Other Project Information
The Lessee will provide any and all information to the Lessor promptly after becoming
aware of any actual, pending or threatened material litigation, arbitration, claim or labour
dispute relating to the development of the said Project Area.
(c) Inspection
The Lessor / the Independent Engineer shall at all reasonable times have access to the Site
to inspect and examine the works, materials, equipment and workmanship for compliance
thereof with the provisions of this Agreement, including the Good Industry Practice and to
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check the progress of the works etc. and the Lessee shall provide necessary cooperation
and assistance to them in this behalf. The Independent Engineer shall be required to
inspect and submit monthly reports to the Lessor directly.
Provided that any failure on the part of the Lessor / Independent Engineer to
inspect or after inspection to point out deficiencies in any work, material, equipment and
workmanship shall not, in relation to such work material, equipments or workmanship (i)
amount to any consent or approval of the Lessor nor shall the same be deemed to be a
waiver of any of the rights of the Lessor under this Agreement; and (ii) release or
discharge the Lessee from its obligations or liabilities under this Agreement in respect of
such work, etc.
4.8 For securing the due and punctual performance of its obligations relating to the Project as
per the terms and conditions of this Lease Deed, the Selected Bidder/ Lessee has, on [•] (within 45
days of the date of issue of the LOI), deliver to the Lessor an unconditional and irrevocable bank
guarantee, issued by a scheduled bank in India having a net worth of at least Rs 1000 crores, for Rs.
[•], being a sum equivalent to 10% of the Financial Bid quoted by the Selected Bidder and accepted
in favour of the WBHIDCO from a Scheduled Bank and payable and enforceable at Kolkata, in the
format specified in the RFP document (the “Performance Security“) and the Lessee shall maintain
the said Performance Security till [•] years from the date of completion of the Project.
4.9 If the Lessee being a company or corporate body shall go into liquidation or be wound
up whether compulsorily or voluntarily (including for the purpose of amalgamation or
re‐construction) or suffer any execution proceedings to be levied or a receiver to be
appointed in respect of any of their properties and effects or notwithstanding anything in
these presents contained, if the Lessee is in breach of any of the terms, conditions and
covenants contained in these presents and on its part to be paid observed or performed and
the Lessor calling upon the Lessee to rectify the breach complained of and such breach not
being cured or rectified to the Lessor’s satisfaction within a period of 6 (six) months from the
date of service of such notice, then and in any of such cases, it shall be lawful for the Lessor or
any person duly authorised by it without any further notice at any time thereafter to treat this
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demise as determined and to re-enter into and upon the said Project Area or any part thereof
and the same to have again re‐possessed and enjoyed as in its former estate and without being
liable to pay any cost or compensation for the said Project Area or the buildings or structures
thereon which shall vest in the Lessor on such termination and notice of resumption, but
without prejudice to any right of action or remedy of the Lessor in respect of any antecedent
breach or non-performance or non-observance of any of the covenants and conditions by the
Lessee herein contained. In such an event, the Lessor shall forfeit and appropriate the entire
amount of Performance Security as mutually agreed genuine pre-estimated compensation and
damages payable to the Lessor for, inter alia, time, cost and effort of the Lessor , without prejudice
to any other right or remedy that may be available to the Lessor.
4.10 That if it is found that the lease of the said Project Area has been obtained by the Lessee
by misrepresentation or fraud or one or more of the bid conditions have not been met by the
Selected Bidder or the Selected Bidder has made material misrepresentation or has given any
materially incorrect or false information, or failure to meet any of the Project Milestones, the
Lease shall stand determined and the Lessor entitled to its rights contained in clause 4.9 above,
without the Lessor being liable in any manner whatsoever to the Lessee.
4.11 The obligation of the parties is subject to Force Majeure conditions as set out hereunder:
If at any time during the continuation of the Lease, the performance in whole or in part of any
obligation of either party under the Lease shall be prevented or delayed by reason of any war, fires,
floods, earth quake, riot, storm, strike, lockout, civil commotion, air raid or any other Act of God or
restriction of any authority or Government or statutory body or Court (hereinafter referred to as
“Events”) neither party shall by reason of such event, be entitled to terminate the Lease nor shall
either party have any claim for damages against the other in respect of such non-performance or
delay in performance, and the performance under the contract shall be resumed as soon as
practicable after such event has come to an end or ceased to exist.
4.12 That in the event of the said Project Area or any part thereof or any structure
thereon being materially damaged or destroyed by earthquake tempest or other act of God
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or any irresistible force or fire not caused by any act or neglect on the part of the Lessee so as to
render the demised premises or any part thereof substantially and permanently unfit for the
purpose for which it has been let, this lease shall at the option of the Lessee be void.
4.13 Notwithstanding anything to the contrary contained in the RfP, the provision of the Lease
Deed shall have overriding effect and shall prevail over the terms of the RfP to the extent of any
repugnancy between them; provided, however, that any conditions or obligations imposed on the
Selected Bidder /Lessee under the RfP shall continue to have effect in addition to its obligations
under this Lease Deed.
4.14 That in case of any dispute in the interpretation of any of the clauses of the terms
and condition contained in this Deed of Lease, the decision of the Lessor shall be final and binding.
Disputes and differences arising out of or in connection with or relating to the interpretation or
implementation or termination of this Deed of Lease, the lease to be granted in favour of the
Lessee which cannot be settled by mutual negotiation within 60 (sixty) days, shall be referred to
the sole arbitration of an Arbitrator to be appointed by the Principal Secretary of the Urban
Development Department of the GoWB. Such arbitration shall be held according to the provisions
of the Arbitration and Conciliation Act, 1996 and any modification or reenactment thereto. The
venue of the arbitration proceedings shall be at Kolkata and language of the arbitration shall be
English. The arbitration award shall be final and binding upon the parties and the parties
agree to be bound thereby and to act accordingly. When any dispute has been referred to
arbitration, except for the matters in dispute, the parties shall continue to exercise their
remaining respective rights and fulfill their remaining respective obligations.
4.15 That both the Lessor and the Lessee expressly agree for registration of these presents.
The cost of preparing, stamping and registering this Deed of Lease shall be borne by the Lessee.
4.16 Courts at Kolkata alone shall have exclusive jurisdiction to try and entertain all disputes
arising out of this Deed of Lease and the transactions contemplated herein.
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SCHEDULE - A
(Description of the said Project Area)
ALL THAT piece and parcel of land containing an area of [•] acres, more or less,
situate, lying at and being premises No. [•], under [•] P.S. and delineated in the map or
plan annexed hereto and bordered red thereon and butted and bounded as follows, this is to
say:
On the NORTH :
On the EAST :
On the SOUTH :
On the WEST :
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SCHEDULE – B (RFP)
SCHEDULE - C
(Detailed Project Report as approved by the Lessor)
IN WITNESS WHEREOF the parties to these presents have hereto set and subscribed
their respective hands on the day, month and year first above written.
SIGNED AND DELIVERED for and on behalf
of the LESSOR by Mr. [•], [•], duly authorized
by the Lessor by resolution dated [•] of its
Board in this regard at Kolkata in the
presence of:
SIGNED AND DELIVERED for and on behalf
of the LESSEE by Mr. [•], its [•], pursuant to a
resolution of its Board of Directors passed
at its meeting held on [•] at Kolkata in the
presence of:
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27 | P a g e
SIGNED AND DELIVERED for and on behalf
of the SELECTED BIDDER by Mr. [•], [•],
duly authorized by the Selected Bidder by
resolution dated [•] of its Board in this
regard at Kolkata in the presence of:
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SITE MAP